Tempest Therapeutics (TPST) Form 4 Change in insider ownership

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Versant Venture Capital VI, L.P.

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 1650

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Tempest Therapeutics, Inc. [ TPST ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/08/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	08/08/2024		S		400,000	D	$1.3501(1)	597,940	D(2)
Common Stock	08/12/2024		S		387,999	D	$1.1005(3)	209,941	D(2)
Common Stock								1,171,094	I	See Footnote(4)
Common Stock								7,377	I	See Footnote(5)
Common Stock								2,118,644	I	See Footnote(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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

1. Name and Address of Reporting Person^*

Versant Venture Capital VI, L.P.

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 1650

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Versant Ventures VI GP, L.P.

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 1650

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Versant Ventures VI GP-GP, LLC

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 1650

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Versant Vantage II, L.P.

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 1650

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Versant Vantage II GP, L.P.

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 1650

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Versant Vantage II GP-GP, LLC

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 1650

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Versant Ventures IV, LLC

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 1650

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Versant Venture Capital IV, L.P.

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 1650

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Versant Side Fund IV, L.P.

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 1650

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $1.35 to $1.375, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the ranges set forth in this footnote (1) to this Form 4.

2. These shares are held of record by Versant Venture Capital VI, L.P. ("VVC VI"). Versant Ventures VI GP, L.P. ("VV VI GP") is the general partner of VVC VI, and Versant Ventures VI GP-GP, LLC ("VV VI GP-GP") is the general partner of VV VI GP and each may be deemed to share voting, investment and dispositive power over the shares held by VVC VI. Each of VV VI GP-GP and VV VI GP disclaim beneficial ownership of such shares, except to the extent of their respective pecuniary interests therein.

3. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $1.10 to $1.13, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the ranges set forth in this footnote (3) to this Form 4.

4. These shares are held of record by Versant Venture Capital IV, L.P. ("VVC IV"). Versant Ventures IV, LLC ("VV IV") is the general partner of VVC IV and may be deemed to share voting, investment and dispositive power over the shares held by VVC IV. VV IV disclaims beneficial ownership of such shares, except to the extent of its pecuniary interests therein.

5. These shares are held of record by Versant Side Fund IV, L.P. ("VSF IV"). VV IV is the general partner of VSF IV and may be deemed to share voting, investment and dispositive power over the shares held by VSF IV. VV IV disclaims beneficial ownership of such shares, except to the extent of its pecuniary interests therein.

6. These shares are held of record by Versant Vantage II, L.P. ("Vantage II"). Versant Vantage II GP, L.P. ("Vantage II GP") is the general partner of Vantage II, and Versant Vantage II GP-GP, LLC ("Vantage II GP-GP") is the general partner of Vantage II GP and each may be deemed to share voting, investment and dispositive power over the shares held by Vantage II. Each of Vantage II GP-GP and Vantage II GP disclaim beneficial ownership of such shares, except to the extent of their respective pecuniary interests therein.

	/s/ Versant Venture Capital VI, L.P. By: Versant Ventures VI GP, L.P. Its: General Partner By: Versant Ventures VI GP-GP, LLC Its: General Partner By: Max Eisenberg Its: Chief Operating Officer	08/12/2024
	/s/ Versant Ventures VI GP, L.P. By: Versant Ventures VI GP-GP, LLC Its: General Partner By: Max Eisenberg Its: Chief Operating Officer	08/12/2024
	/s/ Versant Ventures VI GP-GP, LLC By: Max Eisenberg Its: Chief Operating Officer	08/12/2024
	/s/ Versant Vantage II, L.P. By: Versant Vantage II GP, L.P. Its: General Partner By: Versant Vantage II GP-GP, LLC Its: General Partner By: Max Eisenberg Its: Chief Operating Officer	08/12/2024
	/s/ Versant Vantage II GP, L.P. By: Versant Vantage II GP-GP, LLC Its: General Partner By: Max Eisenberg Its: Chief Operating Officer	08/12/2024
	/s/ Versant Vantage II GP-GP, LLC By: Max Eisenberg Its: Chief Operating Officer	08/12/2024
	/s/ Versant Ventures IV, LLC By: Max Eisenberg Its: Chief Operating Officer	08/12/2024
	/s/ Versant Venture Capital IV, L.P. By: Versant Ventures IV, LLC Its: General Partner By: Max Eisenberg Its: Chief Operating Officer	08/12/2024
	/s/ Versant Side Fund IV, L.P. By: Versant Ventures IV, LLC Its: General Partner By: Max Eisenberg Its: Chief Operating Officer	08/12/2024
	** Signature of Reporting Person	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).
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