Sec Form 4 Filing - LALANDE KEVIN M. @ LUMOS PHARMA, INC. - 2024-12-12

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
LALANDE KEVIN M.
2. Issuer Name and Ticker or Trading Symbol
LUMOS PHARMA, INC. [ (LUMO)]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
4200 MARATHON BLVD, SUITE 200
3. Date of Earliest Transaction (MM/DD/YY)
12/12/2024
(Street)
AUSTIN, TX78756
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 12/12/2024 D 1,076 D 0 D
Common Stock 12/12/2024 D 730,446 D 0 I By Sante Health Ventures II, LP ( 2 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Stock Option (Right to Buy) $ 3.42 12/1 2/2024 D 3,345 ( 3 ) 05/09/2033 Common Stock 3,345 ( 3 ) 0 D
Stock Option (Right to Buy) $ 2.35 12/12/2024 D 3,328 ( 3 ) 06/04/2034 Common Stock 3,328 ( 3 ) 0 D
Stock Option (Right to Buy) $ 7.78 12/12/2024 D 5,684 ( 4 ) 04/02/2030 Common Stock 5,684 ( 4 ) 0 D
Stock Option (Right to Buy) $ 8.18 12/12/2024 D 3,431 ( 4 ) 05/04/2032 Common Stock 3,431 ( 4 ) 0 D
Stock Option (Right to Buy) $ 10.36 12/12/2024 D 2,910 ( 4 ) 05/19/2031 Common Stock 2,910 ( 4 ) 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
LALANDE KEVIN M.
4200 MARATHON BLVD
SUITE 200
AUSTIN, TX78756
X
Signatures
/s/ Ryan Trytten, attorney-in-fact 12/13/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Disposed of pursuant to that certain Agreement and Plan of Merger, dated October 22, 2024, by and between the Issuer, DPV Parent, Inc., DPV MergerSub, Inc. and Double Point Ventures LLC ("DPV") (the "Merger Agreement") in exchange for (i) $4.25 in cash per share (the "Cash Amount"), plus (ii) one non-transferable contingent value right ("CVR") per share.
( 2 )The reporting person is a managing director of SHV Management Services, LLC ("SHV Management"). SHV Management is the general partner of SHV Management Services, LP, which is the general partner of the partnership that directly owns the reported securities. The reporting person disclaims beneficial ownership of the securities reported except to the extent of his pecuniary interest, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all the reported securities for purposes of Section 16 or for any other purpose.
( 3 )This option was cancelled pursuant to the Merger Agreement in exchange for (i) an amount in cash equal to the product of (x) the total number of shares underlying such option multiplied by (y) the excess of the Cash Amount over the applicable exercise price per share and (ii) one CVR for each share underlying such in-the-money option.
( 4 )Represents an out-of-money option that was cancelled without any cash payment or issuance of CVRs being made in respect thereof pursuant to the Merger Agreement.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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