Sec Form 4 Filing - Alaska Permanent Fund Corp @ Codiak BioSciences, Inc. - 2020-10-16

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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
Alaska Permanent Fund Corp
2. Issuer Name and Ticker or Trading Symbol
Codiak BioSciences, Inc. [ CDAK]
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)
801 WEST 10TH STREET, SUITE 302
3. Date of Earliest Transaction (MM/DD/YY)
10/16/2020
(Street)
JUNEAU, AK99801
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 10/16/2020 C 2,616,093 A 4,512,895 I See Footnote ( 2 ) ( 3 )
Common Stock 10/16/2020 C 467,076 A 4,512,895 I See Footnote ( 4 )
Common Stock 10/16/2020 C 747,321 A 4,512,895 I See Footnote ( 2 ) ( 3 )
Common Stock 10/16/2020 C 191,721 A 4,512,895 I See Footnote ( 4 )
Common Stock 10/16/2020 C 191,721 A 4,512,895 I See Footnote ( 3 ) ( 5 )
Common Stock 10/16/2020 P 235,000 A $ 15 4,512,895 I See Footnote ( 3 ) ( 6 )
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 redeemable convertible preferred stock ( 1 ) 10/16/2020 C 20,450,000 ( 1 ) ( 1 ) Common Stock 2,616,093 ( 7 ) $ 0 0 I See Footnotes ( 2 ) ( 3 )
Series B redeemable convertible preferred stock ( 1 ) 10/16/2020 C 3,333,333 ( 1 ) ( 1 ) Common Stock 467,076 ( 8 ) $ 0 0 I See Footnote ( 4 )
Series B redeemable convertible preferred stock ( 1 ) 10/16/2020 C 5,333,333 ( 1 ) ( 1 ) Common Stock 747,321 ( 8 ) $ 0 0 I See Footnotes ( 2 ) ( 3 )
Series C redeemable convertible preferred stock ( 1 ) 10/16/2020 C 1,320,097 ( 1 ) ( 1 ) Common Stock 191,721 ( 9 ) $ 0 0 I See Footnote ( 4 )
Series C redeemable convertible preferred stock ( 1 ) 10/16/2020 C 1,320,097 ( 1 ) ( 1 ) Common Stock 191,721 ( 9 ) $ 0 0 I See Footnotes ( 3 ) ( 5 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Alaska Permanent Fund Corp
801 WEST 10TH STREET
SUITE 302
JUNEAU, AK99801
X
Signatures
/s/ Angela Rodell 10/21/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Upon closing of the issuer's initial public offering, the Series A redeemable convertible preferred stock, Series B redeemable convertible preferred stock and Series C redeemable convertible preferred stock converted automatically into Common Stock without payment of further consideration. There was no expiration date for any of the series of preferred stock.
( 2 )The shares are held by ARCH Venture Fund VIII, L.P. and ARCH Venture Fund VIII Overage, L.P.. The Reporting Person holds an indirect interest in each of ARCH Venture Fund VIII, L.P. and ARCH Venture Fund VIII Overage, L.P..
( 3 )The Reporting Person disclaims beneficial ownership of the securities, except to the extent of its pecuniary interest therein and the inclusion of the securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or any other purpose.
( 4 )The shares are held by Yukon Investors, LLC. The Reporting Person holds an interest in Yukon Investors, LLC.
( 5 )The shares are held by ARCH Venture Fund VIII Overage, L.P.. The Reporting Person holds an indirect interest in ARCH Venture Fund VIII Overage, L.P..
( 6 )The shares are held by ARCH Venture Fund VIII, L.P.. The Reporting Person holds an indirect interest in ARCH Venture Fund VIII, L.P..
( 7 )Each share of Series A Preferred Stock converted automatically into Common Stock on a 1-for-7.8170 basis into the aggregate number of shares of Common Stock shown in Column 7 without payment or further consideration upon closing of the issuer's initial public offering on October 16, 2020.
( 8 )Each share of Series B Preferred Stock converted automatically into Common Stock on a 1-for-7.1366 basis into the aggregate number of shares of Common Stock shown in Column 7 without payment or further consideration upon closing of the issuer's initial public offering on October 16, 2020. The reporting person previously reported shares of common stock into which the Series B Preferred Stock was convertible based on a 1-for-7.1295 conversion ratio estimated at pricing of the Issuer's initial public offering, which reflected a fixed conversion price plus an estimated adjustment based on the issuance of shares in the Issuer's initial public offering.
( 9 )Each share of Series C Preferred Stock converted automatically into Common Stock on a 1-for-6.8855 basis into the aggregate number of shares of Common Stock shown in Column 7 without payment or further consideration upon closing of the Issuer's initial public offering on October 16, 2020. The reporting person previously reported shares of common stock into which the Series C Preferred Stock was convertible based on a 1-for-6.8758 conversion ratio estimated at pricing of the Issuer's initial public offering, which reflected a fixed conversion price plus an estimated adjustment based on the issuance of shares in the Issuer's initial public offering. price plus an estimated adjustment based on the issuance of shares in the Issuer's initial public offering.

Remarks:
The Reporting Person is the Alaska Permanent Fund Corporation, acting for and on behalf of the funds which the Alaska Permanent Fund Corporation is designated by Alaska Statutes 37.13 to manage and invest.

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