0001104659-21-088380.txt : 20210701 0001104659-21-088380.hdr.sgml : 20210701 20210701183248 ACCESSION NUMBER: 0001104659-21-088380 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210201 FILED AS OF DATE: 20210701 DATE AS OF CHANGE: 20210701 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GRAYZEL DAVID S. CENTRAL INDEX KEY: 0001732786 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40544 FILM NUMBER: 211067410 MAIL ADDRESS: STREET 1: C/O SURFACE ONCOLOGY STREET 2: 50 HAMPSHIRE ST., 8TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02139 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Aerovate Therapeutics, Inc. CENTRAL INDEX KEY: 0001798749 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 831377888 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 200 BERKELEY STREET STREET 2: FLOOR 18 CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 617-443-2400 MAIL ADDRESS: STREET 1: 200 BERKELEY STREET STREET 2: FLOOR 18 CITY: BOSTON STATE: MA ZIP: 02116 4 1 tm2121189-5_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2021-02-01 0 0001798749 Aerovate Therapeutics, Inc. AVTE 0001732786 GRAYZEL DAVID S. C/O AEROVATE THERAPEUTICS, INC. 200 BERKELEY STREET, FLOOR 18 BOSTON MA 02116 1 0 0 0 Series A Preferred Stock 2021-02-01 4 A 0 878981 1.893 A Common Stock 282993 1874702 I By Atlas Venture Fund XII, L.P. Series A Preferred Stock 2021-06-04 4 A 0 6102052 1.893 A Common Stock 1964594 7976754 I By Atlas Venture Fund XII, L.P. Stock Option (Right to Buy) 14.00 2021-06-29 4 A 0 25000 0 A 2031-06-28 Common Stock 25000 25000 D Each share of Series A Preferred Stock is convertible into shares of the Issuer's Common Stock on a one-for-3.1060103 basis. Upon the closing of the Issuer's initial public offering, all shares of Preferred Stock will automatically convert into the number of shares of Common Stock of the Issuer shown in column 7. The Preferred Stock has no expiration date. This transaction occurred prior to the Issuer's initial public offering, and is being reported on Form 4 solely for purposes of compliance with Rule 16a-2(a) under the Securities Exchange Act of 1934, as amended. The securities covered by such transaction were previously included on the Reporting Person's Form 3. The shares are held directly by Atlas Venture Fund XII, L.P. ("Atlas Venture Fund XII"). The general partner of Atlas Venture Fund XII is Atlas Venture Associates XII, L.P. ("AVA XII LP"). Atlas Venture Associates XII, LLC ("AVA XII LLC") is the general partner of AVA XII LP. The Reporting Person is a member of AVA XII LLC and disclaims beneficial ownership of the securities held by Atlas Venture Fund XII, except to the extent of his pecuniary interest therein, if any. This option shall vest in 36 substantially equal monthly installments, with the first installment vesting on July 29, 2021. /s/ Ommer Chohan, Attorney-in-Fact 2021-07-01