Sec Form 4 Filing - ARCH Venture Partners XII, LLC @ Neumora Therapeutics, Inc. - 2023-09-28

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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
ARCH Venture Partners XII, LLC
2. Issuer Name and Ticker or Trading Symbol
Neumora Therapeutics, Inc. [ NMRA]
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)
8755 W. HIGGINS ROAD, SUITE 1025
3. Date of Earliest Transaction (MM/DD/YY)
09/28/2023
(Street)
CHICAGO, IL60631
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 09/28/2023 P 16,841 A $ 13.06 ( 1 ) 3,800,228 I By ARCH Venture Fund XII, L.P. ( 4 ) ( 5 )
Common Stock 09/28/2023 P 25,110 A $ 13.69 ( 2 ) 3,825,338 I By ARCH Venture Fund XII, L.P. ( 4 ) ( 5 )
Common Stock 09/29/2023 P 34,560 A $ 13.98 ( 3 ) 3,859,898 I By ARCH Venture Fund XII, L.P. ( 4 ) ( 5 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ARCH Venture Partners XII, LLC
8755 W. HIGGINS ROAD, SUITE 1025
CHICAGO, IL60631
X
ARCH Venture Partners XII, L.P.
8755 W. HIGGINS ROAD, SUITE 1025
CHICAGO, IL60631
X
ARCH Venture Fund XII, L.P.
8755 W. HIGGINS ROAD, SUITE 1025
CHICAGO, IL60631
X
CRANDELL KEITH
8755 WEST HIGGINS ROAD, SUITE 1025
CHICAGO, IL60631
X
GILLIS STEVEN
8755 WEST HIGGINS ROAD, SUITE 1025
CHICAGO, IL60631
X
NELSEN ROBERT
8755 W. HIGGINS ROAD, SUITE 1025
CHICAGO, IL60631
X
Signatures
ARCH Venture Fund XII, L.P. By: ARCH Venture Partners XII, L.P., its General Partner By: ARCH Venture Partners XII, LLC, its General Partner By: /s/ Mark McDonnell, as Attorney-in-Fact 09/29/2023
Signature of Reporting Person Date
ARCH Venture Partners XII, L.P. By: ARCH Venture Partners XII, LLC, its General Partner By: /s/ Mark McDonnell, as Attorney-in-Fact 09/29/2023
Signature of Reporting Person Date
ARCH Venture Partners XII, LLC By: /s/ Mark McDonnell, as Attorney-in-Fact 09/29/2023
Signature of Reporting Person Date
Keith Crandell, Managing Director, By: /s/ Mark McDonnell, as Attorney-in-Fact 09/29/2023
Signature of Reporting Person Date
Steven Gillis, Managing Director, By: /s/ Mark McDonnell, as Attorney-in-Fact 09/29/2023
Signature of Reporting Person Date
Robert Nelsen, Managing Director, By: /s/ Mark McDonnell, as Attorney-in-Fact 09/29/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $12.34 to $13.33, inclusive. The reporting person undertakes to provide to NMRA, any security holder of NMRA, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1), (2) and (3) to this Form 4.
( 2 )The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $13.34 to $14.23, inclusive.
( 3 )The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $13.48 to $14.11, inclusive.
( 4 )Beneficial ownership consists of 3,859,898 shares of common stock held directly by ARCH Venture Fund XII, L.P. (ARCH XII). ARCH Venture Partners XII, L.P. (AVP XII LP) is the general partner of ARCH XII. ARCH Venture Partners XII, LLC (AVP XII LLC) is the general partner of AVP XII LP. Keith Crandell, Kristina Burow, Steven Gillis and Robert Nelsen comprise the investment committee of AVP XII LLC (the AVP XII LLC Committee Members). Each of AVP XII LP and AVP XII LLC may be deemed to beneficially own the shares held by ARCH XII, and each of the AVP XII LLC Committee Members may be deemed to share the power to direct the disposition and vote of the shares held by ARCH XII. Each of AVP XII LP, AVP XII LLC and the AVP XII LLC Committee Members disclaims beneficial ownership except to the extent of their pecuniary interest therein, if any.
( 5 )As of the date hereof, in addition to securities owned by AVF XII, the investment committee members continue to have an indirect pecuniary interest in securities of the issuer as reported on a Form 4 filed by the reporting persons with respect to the issuer on September 20, 2023.

Remarks:
This Form 4 is filed jointly by ARCH XII, AVP XII LP, AVP XII LLC, Robert Nelsen, Steven Gillis, Keith Crandell (collectively, the "Reporting Persons"). Kristina Burow has direct ownership of common stock and is filing her own Form 4 separately.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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