Sec Form 4 Filing - Boxer Capital, LLC @ Tyra Biosciences, Inc. - 2024-02-06

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
Boxer Capital, LLC
2. Issuer Name and Ticker or Trading Symbol
Tyra Biosciences, Inc. [ TYRA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
See Remarks
(Last) (First) (Middle)
12860 EL CAMINO REAL, SUITE 300
3. Date of Earliest Transaction (MM/DD/YY)
02/06/2024
(Street)
SAN DIEGO, CA92130
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 A 63,412 A $ 13.01 85,939 I See Footnote ( 1 )
Common Stock 6,448,359 D ( 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
Warrant (right to purchase) $ 0.001 02/06/2024 A 705,280 ( 3 ) ( 3 ) Common Stock 705,280 $ 13.009 705,280 D ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Boxer Capital, LLC
12860 EL CAMINO REAL
SUITE 300
SAN DIEGO, CA92130
See Remarks
Boxer Asset Management Inc.
CAY HOUSE, EP TAYLOR DRIVE
LYFORD CAY
NEW PROVIDENCE, C5N7776
See Remarks
LEWIS JOSEPH
CAY HOUSE, EP TAYLOR DRIVE
LYFORD CAY
NEW PROVIDENCE, C5N7776
See Remarks
MVA Investors, LLC
12860 EL CAMINO REAL, SUITE 300
SAN DIEGO, CA92130
See Remarks
Davis Aaron I.
12860 EL CAMINO REAL, SUITE 300
SAN DIEGO, CA92130
See Remarks
Signatures
By: /s/ Aaron I. Davis, Chief Executive Officer, Boxer Capital, LLC 02/08/2024
Signature of Reporting Person Date
By: /s/ Aaron I. Davis, Chief Executive Officer, MVA Investors, LLC 02/08/2024
Signature of Reporting Person Date
By: /s/ Paul Higgs, Director, Boxer Asset Management Inc. 02/08/2024
Signature of Reporting Person Date
By: /s/ Joseph C. Lewis 02/08/2024
Signature of Reporting Person Date
By: /s/ Aaron I. Davis 02/08/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These securities are owned directly by MVA Investors, LLC ("MVA Investors"). Aaron I. Davis is a member of and has voting and dispositive power over securities held by MVA Investors. Each reporting person other than MVA Investors disclaims beneficial ownership of these securities except to the extent of such person's pecuniary interest therein, if any.
( 2 )These securities are owned directly by Boxer Capital, LLC ("Boxer Capital"). Boxer Asset Management Inc. ("Boxer Management") is the managing member of Boxer Capital. Joseph Lewis is the sole indirect owner of Boxer Management. Mr. Davis is a member of Boxer Capital. Each reporting person other than Boxer Capital disclaims beneficial ownership of these securities except to the extent of such person's pecuniary interest therein, if any.
( 3 )These Warrants are exercisable immediately (subject to any applicable beneficial ownership limitation) and do not have an expiration date.

Remarks:
The reporting persons may be deemed members of a group that beneficially owns more than 10% of the outstanding shares of the outstanding shares of Tyra Biosciences, Inc. common stock ("Common Stock"), par value $0.0001 per share

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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