Sec Form 4 Filing - Butler Thomas Andrew @ Biomea Fusion, Inc. - 2021-12-04

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
Butler Thomas Andrew
2. Issuer Name and Ticker or Trading Symbol
Biomea Fusion, Inc. [ BMEA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO
(Last) (First) (Middle)
C/O BIOMEA FUSION, INC., 726 MAIN STREET
3. Date of Earliest Transaction (MM/DD/YY)
12/04/2021
(Street)
REDWOOD CITY, CA94063
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 228,470 I See Footnote( 1 )
Common Stock 252,320 I See Footnote( 2 )
Common Stock 4,365,342 I See Footnote( 3 )
Common Stock 310,736 D
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) $ 9.8 12/04/2021 A 305,400 ( 4 ) 12/03/2031 Common Stock 305,400 $ 0 305,400 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Butler Thomas Andrew
C/O BIOMEA FUSION, INC.
726 MAIN STREET
REDWOOD CITY, CA94063
X X CEO
Signatures
/s/ Franco Valle as Attorney-in-fact for Thomas Andrew Butler 12/07/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The shares are held directly by Point Sur Investors Fund I, LP ("Point Sur LP"). The General Partner of Point Sur LP is Point Sur Investors LLC. Rainer M Erdtmann and Thomas Butler are the managing members of Point Sur Investors, LLC and as such have voting and dispositive power over the securities held by Point Sur LP. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
( 2 )The shares are held directly by Point Sur Investors, LLC. Rainer M Erdtmann and Thomas Butler are the managing members of Point Sur Investors, LLC and as such have voting and dispositive power over the securities held by Point Sur Investors, LLC. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
( 3 )The shares are held directly by Biomea Health, LLC. Rainer M. Erdtmann and Thomas Butler each hold 50% ownership of Biomea Health LLC. Rainer M Erdtmann and Thomas Butler are managing members of Biomea Health, LLC and as such have voting and dispositive power over the securities held by Biomea Health LLC. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
( 4 )The option shall vest and become exercisable in quarterly installments over four years, subject to the Reporting Person's continued service to the Issuer through each vesting date.

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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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