Sec Form 4 Filing - ADAR1 Capital Management, LLC @ Keros Therapeutics, Inc. - 2025-05-16

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
ADAR1 Capital Management, LLC
2. Issuer Name and Ticker or Trading Symbol
Keros Therapeutics, Inc. [ KROS]
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)
3503 WILD CHERRY DRIVE, BUILDING 9
3. Date of Earliest Transaction (MM/DD/YY)
05/16/2025
(Street)
AUSTIN, TX78738
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
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
Put Option (obligation to buy) $ 10 05/16/2025 E 300 02/27/2025 05/16/2025 Common Stock 30,000 $ 0 0 I By ADAR1 Partners, LP ( 1 ) ( 2 )
Put Option (obligation to buy) $ 10 05/16/2025 E 836 04/03/2025 05/16/2025 Common Stock 83,600 $ 0 0 I By ADAR1 Partners, LP ( 1 ) ( 2 )
Put Option (obligation to buy) $ 10 05/16/2025 E 178 04/03/2025 05/16/2025 Common Stock 17,800 $ 0 0 I By Spearhead Insurance Solutions IDF, LLC ( 1 ) ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ADAR1 Capital Management, LLC
3503 WILD CHERRY DRIVE, BUILDING 9
AUSTIN, TX78738
X
ADAR1 Partners, LP
3503 WILD CHERRY DRIVE, BUILDING 9
AUSTIN, TX78738
X
ADAR1 Capital Management GP, LLC
3503 WILD CHERRY DRIVE, BUILDING 9
AUSTIN, TX78738
X
Schneeberger Daniel
3503 WILD CHERRY DRIVE, BUILDING 9
AUSTIN, TX78738
X
Signatures
ADAR1 Capital Management, LLC, By: Daniel Schneeberger, Manager /s/ Daniel Schneeberger 06/12/2025
Signature of Reporting Person Date
ADAR1 Partners, LP, By: Daniel Schneeberger, Manager /s/ Daniel Schneeberger 06/12/2025
Signature of Reporting Person Date
ADAR1 Capital Management GP, LLC, By: Daniel Schneeberger, Manager /s/ Daniel Schneeberger 06/12/2025
Signature of Reporting Person Date
/s/ Daniel Schneeberger 06/12/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )As the investment manager of ADAR1 Partners, LP and as the sub-advisor of Spearhead Insurance Solutions IDF, LLC, ADAR1 Capital Management, LLC may be deemed to indirectly beneficially own securities held by ADAR1 Partners, LP and Spearhead Insurance Solutions IDF, LLC. As the general partner of ADAR1 Partners, LP, ADAR1 Capital Management GP, LLC may be deemed to indirectly beneficially own securities held by ADAR1 Partners, LP. As the manager of ADAR1 Capital Management, LLC and ADAR1 Capital Management GP, LLC, Mr. Schneeberger may be deemed to indirectly beneficially own securities held by ADAR1 Partners, LP and Spearhead Insurance Solutions IDF, LLC.
( 2 )For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.

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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