SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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X
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Atlas Venture Fund X, L.P.

(Last) (First) (Middle)
300 TECHNOLOGY SQUARE, 8TH FLOOR

(Street)
CAMBRIDGE MA 02139

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Disc Medicine, Inc. [ IRON ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
01/23/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Rule 10b5-1(c) Transaction Indication

  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 01/23/2024 S 47,500 D $67.65 1,402,186 D(1)
Common Stock 01/23/2024 S 82,500 D $67.65 703,660 I See footnote(2)
Common Stock 01/23/2024 S 20,000 D $67.65 198,326 I See footnote(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Atlas Venture Fund X, L.P.

(Last) (First) (Middle)
300 TECHNOLOGY SQUARE, 8TH FLOOR

(Street)
CAMBRIDGE MA 02139

(City) (State) (Zip)
1. Name and Address of Reporting Person*
ATLAS VENTURE ASSOCIATES X, L.P.

(Last) (First) (Middle)
300 TECHNOLOGY SQUARE, 8TH FLOOR

(Street)
CAMBRIDGE MA 02139

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Atlas Venture Associates X, LLC

(Last) (First) (Middle)
300 TECHNOLOGY SQUARE, 8TH FLOOR

(Street)
CAMBRIDGE MA 02139

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Atlas Venture Opportunity Fund I, L.P.

(Last) (First) (Middle)
300 TECHNOLOGY SQUARE, 8TH FLOOR

(Street)
CAMBRIDGE MA 02139

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Atlas Venture Associates Opportunity I, L.P.

(Last) (First) (Middle)
300 TECHNOLOGY SQUARE, 8TH FLOOR

(Street)
CAMBRIDGE MA 02139

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Atlas Venture Associates Opportunity I, LLC

(Last) (First) (Middle)
300 TECHNOLOGY SQUARE, 8TH FLOOR

(Street)
CAMBRIDGE MA

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Atlas Venture Opportunity Fund II, L.P.

(Last) (First) (Middle)
300 TECHNOLOGY SQUARE, 8TH FLOOR

(Street)
CAMBRIDGE MA 02139

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Atlas Venture Associates Opportunity II, LP

(Last) (First) (Middle)
300 TECHNOLOGY SQUARE, 8TH FLOOR

(Street)
CAMBRIDGE MA 02139

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Atlas Venture Associates Opportunity II, LLC

(Last) (First) (Middle)
300 TECHNOLOGY SQUARE, 8TH FLOOR

(Street)
CAMBRIDGE MA 02139

(City) (State) (Zip)
Explanation of Responses:
1. These shares are held directly by Atlas Venture Fund X, L.P. ("Atlas X"). Atlas Venture Associates X, L.P. ("Associates X") is the general partner of Atlas X. Atlas Venture Associates X, LLC ("Associates X LLC") is the general partner of Associates X. Each of Associates X and Associates X LLC disclaims Section 16 beneficial ownership of the securities held by Atlas X, except to the extent of its pecuniary interest therein, if any.
2. These shares are held directly by Atlas Venture Opportunity Fund I, L.P. ("Atlas Opportunity I"). Atlas Venture Associates Opportunity I, L.P. ("Associates I") is the general partner of Atlas Opportunity I. Atlas Venture Associates Opportunity I, LLC ("Associates I LLC") is the general partner of Associates I. Each of Associates I and Associates I LLC disclaims Section 16 beneficial ownership of the securities held by Atlas Opportunity I, except to the extent of its pecuniary interest therein, if any.
3. These shares are held directly by Atlas Venture Opportunity Fund II, L.P. ("Atlas Opportunity II"). Atlas Venture Associates Opportunity II, L.P. ("Associates II") is the general partner of Atlas Opportunity II. Atlas Venture Associates Opportunity II, LLC ("Associates II LLC") is the general partner of Associates II. Each of Associates II and Associates II LLC disclaims Section 16 beneficial ownership of the securities held by Atlas Opportunity II, except to the extent of its pecuniary interest therein, if any.
Remarks:
Atlas Venture Fund X, L.P., By: Atlas Venture Associates X, L.P., its general partner, By: Atlas Venture Associates X, LLC, its general partner, By: Ommer Chohan, Chief Financial Officer /s/ Ommer Chohan 01/25/2024
Atlas Venture Associates X, L.P., By: Atlas Venture Associates X, LLC, its general partner, By: Ommer Chohan, Chief Financial Officer /s/ Ommer Chohan 01/25/2024
Atlas Venture Associates X, LLC By: Ommer Chohan, Chief Financial Officer /s/ Ommer Chohan 01/25/2024
Atlas Venture Opportunity Fund I, L.P., By: Atlas Venture Associates Opportunity I, L.P., its general partner, By: Atlas Venture Associates Opportunity I, LLC, its general partner, By: Ommer Chohan, Chief Financial Officer /s/ Ommer Chohan 01/25/2024
Atlas Venture Associates Opportunity I, L.P., By: Atlas Venture Associates Opportunity I, LLC, its general partner, By: Ommer Chohan, Chief Financial Officer /s/ Ommer Chohan 01/25/2024
Atlas Venture Associates Opportunity I, LLC By: Ommer Chohan, Chief Financial Officer /s/ Ommer Chohan 01/25/2024
Atlas Venture Opportunity Fund II, L.P., By: Atlas Venture Associates Opportunity II, L.P., its general partner, By: Atlas Venture Associates Opportunity II, LLC, its general partner, By: Ommer Chohan, Chief Financial Officer /s/ Ommer Chohan 01/25/2024
Atlas Venture Associates Opportunity II, L.P., By: Atlas Venture Associates Opportunity II, LLC, its general partner, By: Ommer Chohan, Chief Financial Officer /s/ Ommer Chohan 01/25/2024
Atlas Venture Associates Opportunity II, LLC By: Ommer Chohan, Chief Financial Officer /s/ Ommer Chohan 01/25/2024
** Signature of Reporting Person Date
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* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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