Sec Form 4 Filing - General Catalyst GP V, LLC @ Fractyl Health, Inc. - 2024-02-06

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 General Catalyst GP V, LLC 2. Issuer Name and Ticker or Trading Symbol Fractyl Health, Inc. [ GUTS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 20 UNIVERSITY ROAD, SUITE 450 3. Date of Earliest Transaction (MM/DD/YY) 02/06/2024 (Street) CAMBRIDGE, MA02138 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 02/06/2024 C 4,702,161 A 4,784,323 I Directly held by General Catalyst Group V, L.P. ( 2 ) Common Stock 02/06/2024 C 98,149 A 99,863 I Directly held by GC Entrepreneurs Fund V, L.P. ( 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 Series A Preferred Stock ( 1 ) 02/06/2024 C 3,204,832 ( 1 ) ( 1 ) Common Stock 1,493,397 ( 1 ) 0 I Directly held by General Catalyst Group V, L.P. ( 2 ) Series A Preferred Stock ( 1 ) 02/06/2024 C 66,897 ( 1 ) ( 1 ) Common Stock 31,172 ( 1 ) 0 I Directly held by GC Entrepreneurs Fund V, L.P. ( 2 ) Series B Preferred Stock ( 1 ) 02/06/2024 C 3,098,678 ( 1 ) ( 1 ) Common Stock 1,443,931 ( 1 ) 0 I Directly held by General Catalyst Group V, L.P. ( 2 ) Series B Preferred Stock ( 1 ) 02/06/2024 C 64,681 ( 1 ) ( 1 ) Common Stock 30,140 ( 1 ) 0 I Directly held by GC Entrepreneurs Fund V, L.P. ( 2 ) Series C-1 Preferred Stock ( 1 ) 02/06/2024 C 1,314,484 ( 1 ) ( 1 ) Common Stock 612,527 ( 1 ) 0 I Directly held by General Catalyst Group V, L.P. ( 2 ) Series C-1 Preferred Stock ( 1 ) 02/06/2024 C 27,438 ( 1 ) ( 1 ) Common Stock 12,785 ( 1 ) 0 I Directly held by GC Entrepreneurs Fund V, L.P. ( 2 ) Series C-2 Preferred Stock ( 1 ) 02/06/2024 C 1,337,665 ( 1 ) ( 1 ) Common Stock 623,329 ( 1 ) 0 I Directly held by General Catalyst Group V, L.P. ( 2 ) Series C-2 Preferred Stock ( 1 ) 02/06/2024 C 27,922 ( 1 ) ( 1 ) Common Stock 13,011 ( 1 ) 0 I Directly held by GC Entrepreneurs Fund V, L.P. ( 2 ) Series D Preferred Stock ( 1 ) 02/06/2024 C 906,815 ( 1 ) ( 1 ) Common Stock 422,560 ( 1 ) 0 I Directly held by General Catalyst Group V, L.P. ( 2 ) Series D Preferred Stock ( 1 ) 02/06/2024 C 18,929 ( 1 ) ( 1 ) Common Stock 8,820 ( 1 ) 0 I Directly held by GC Entrepreneurs Fund V, L.P. ( 2 ) Series E Preferred Stock ( 1 ) 02/06/2024 C 228,371 ( 1 ) ( 1 ) Common Stock 106,417 ( 1 ) 0 I Directly held by General Catalyst Group V, L.P. ( 2 ) Series E Preferred Stock ( 1 ) 02/06/2024 C 4,767 ( 1 ) ( 1 ) Common Stock 2,221 ( 1 ) 0 I Directly held by GC Entrepreneurs Fund V, L.P. ( 2 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other General Catalyst GP V, LLC 20 UNIVERSITY ROAD, SUITE 450 CAMBRIDGE, MA02138 X General Catalyst Partners V, L.P. 20 UNIVERSITY ROAD, SUITE 450 CAMBRIDGE, MA02138 X General Catalyst Group V LP 20 UNIVERSITY ROAD, SUITE 450 CAMBRIDGE, MA02138 X GC Entrepreneurs Fund V, LP 20 UNIVERSITY ROAD, SUITE 450 CAMBRIDGE, MA02138 X Signatures General Catalyst GP V, LLC By: Lisa A. Davidson, Attorney-in-fact 02/08/2024 Signature of Reporting Person Date General Catalyst Partners V, L.P. By: General Catalyst GP V, LLC, its general partner By: Lisa A. Davidson, Attorney-in-fact 02/08/2024 Signature of Reporting Person Date General Catalyst Group V, L.P. By: General Catalyst Partners V, L.P., its general partner By: General Catalyst GP V, LLC, its general partner By: Lisa A. Davidson, Attorney-in-fact 02/08/2024 Signature of Reporting Person Date GC Entrepreneurs Fund V, L.P. By: General Catalyst Partners V, L.P., its general partner By: General Catalyst GP V, LLC, its general partner By: Lisa A. Davidson, Attorney-in-fact 02/08/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )In connection with the closing of the Issuer's initial public offering, each share of preferred stock automatically converted into common stock in accordance with the terms of such preferred stock. ( 2 )General Catalyst GP V, LLC ("GCGPV") is the general partner of General Catalyst Partners V, L.P., which is the general partner of General Catalyst Group V, L.P. ("GCGV") and GC Entrepreneurs Fund V, L.P. ("GCEV"). GCGPV is controlled by a group of three or more individuals, or the Managing Directors, having shared voting and dispositive control over the shares held by GCGV and GCEV. Each of the Managing Directors disclaims beneficial ownership of the securities held by GCGV and GCEV except to the extent of his or her pecuniary interest therein, if any.

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 4(b)(v).

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