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SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
Westlake BioPartners Fund I, L.P.

(Last) (First) (Middle)
C/O WESTLAKE BIOPARTNERS, LLC
3075 TOWNSGATE ROAD, SUITE 140

(Street)
WESTLAKE VILLAGE CA 91361

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
02/07/2024
3. Issuer Name and Ticker or Trading Symbol
Kyverna Therapeutics, Inc. [ KYTX ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. 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
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series A-1 Redeemable Convertible Preferred Stock (1) (1) Common Stock 967,188(1) (1) I See Footnote(2)
Series A-2 Redeemable Convertible Preferred Stock (1) (1) Common Stock 1,940,388(1) (1) I See Footnote(2)
Series B Redeemable Convertible Preferred Stock (1) (1) Common Stock 880,364(1) (1) I See Footnote(2)
Series B Redeemable Convertible Preferred Stock (1) (1) Common Stock 735,984(1) (1) I See Footnote(3)
1. Name and Address of Reporting Person*
Westlake BioPartners Fund I, L.P.

(Last) (First) (Middle)
C/O WESTLAKE BIOPARTNERS, LLC
3075 TOWNSGATE ROAD, SUITE 140

(Street)
WESTLAKE VILLAGE CA 91361

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Westlake BioPartners GP I, LLC

(Last) (First) (Middle)
C/O WESTLAKE BIOPARTNERS, LLC
3075 TOWNSGATE ROAD, SUITE 140

(Street)
WESTLAKE VILLAGE CA 91361

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Westlake BioPartners Opportunity Fund I, L.P.

(Last) (First) (Middle)
C/O WESTLAKE BIOPARTNERS, LLC
3075 TOWNSGATE ROAD, SUITE 140

(Street)
WESTLAKE VILLAGE CA 91361

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Westlake BioPartners Opportunity GP I, LLC

(Last) (First) (Middle)
C/O WESTLAKE BIOPARTNERS, LLC
3075 TOWNSGATE ROAD, SUITE 140

(Street)
WESTLAKE VILLAGE CA 91361

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Harper Sean E

(Last) (First) (Middle)
C/O WESTLAKE BIOPARTNERS, LLC
3075 TOWNSGATE ROAD, SUITE 140

(Street)
WESTLAKE VILLAGE CA 91361

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The Series A-1, Series A-2 and Series B Redeemable Convertible Preferred Stock has no expiration date and is convertible into the Issuer's Common Stock on a 1-for-4.5511 basis at any time. The number of underlying shares of Common Stock reported in Column 3 reflects an automatic conversion of each outstanding share of Series A-1, Series A-2 and Series B Redeemable Convertible Preferred Stock into shares of Common Stock at a ratio of 1-for-4.5511 to be effective immediately prior to the closing of the Issuer's initial public offering.
2. Shares held directly by Westlake BioPartners Fund I, L.P. ("Westlake I"). The general partner of Westlake I is Westlake BioPartners GP I, LLC ("Westlake GP I"). The voting and dispositive control over Westlake GP I is shared by the managing directors of Westlake GP I, Beth Seidenberg and Sean Harper, none of whom has veto power, and each of whom disclaims beneficial ownership of the shares held by Westlake I except to the extent of such person's pecuniary interest therein, if any.
3. Shares held directly by Westlake BioPartners Opportunity Fund I, L.P. ("Westlake Opportunity"). The general partner of Westlake Opportunity is Westlake BioPartners Opportunity GP I, LLC ("Westlake Opportunity GP I"). The voting and dispositive control over Westlake Opportunity GP I is shared by the managing directors of Westlake Opportunity GP I, Beth Seidenberg and Sean Harper, none of whom has veto power, and each of whom disclaims beneficial ownership of the shares held by Westlake Opportunity except to the extent of such person's pecuniary interest therein, if any.
Remarks:
Exhibit 24 - Power of Attorney
By: /s/ Jennifer L. Kercher, as Attorney-in-Fact 02/07/2024
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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