Parmar Kush Form 3/A Entrada Therapeutics / KUSH PARMAR ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

PARMAR KUSH

(Last) (First) (Middle)

C/O ENTRADA THERAPEUTICS, INC.

6 TIDE STREET

(Street)

BOSTON MA 02210

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/28/2021

3. Issuer Name and Ticker or Trading Symbol
Entrada Therapeutics, Inc. [ TRDA ]

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

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

5. If Amendment, Date of Original Filed (Month/Day/Year)
10/28/2021

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

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

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series A Preferred Stock	(2)(3)	(2)(3)	Common Stock	2,371,739	(2)(3)	I	See Footnote(1)

Explanation of Responses:

1. Shares are held by 5AM Ventures V, L.P. ("5AM V"). 5AM Partners V, LLC ("5AM Partners") is the sole general partner of 5AM V. Kush M. Parmar, M.D., Ph.D. is a managing member of 5AM Partners and may be deemed to share voting and investment power over the shares held by 5AM V. Dr. Parmar disclaims beneficial ownership of the shares held by 5AM V except to the extent of his pecuniary interest therein.

2. Each share of Series Seed Preferred Stock is convertible into common stock on a 1-for-7.235890014 basis into the number of shares of Common Stock shown in column 3 at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. Each share of Series A Preferred Stock is convertible into Common Stock on a 1-for-7.235890014 basis into the number of shares of Common Stock shown in column 3 at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. Each share of Series B Preferred Stock is convertible into Common Stock on a 1-for-7.235890014 basis into the number of shares of Common Stock shown in column 3 at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The Series Seed Preferred Stock, Series A Preferred Stock and Series B Preferred Stock have no expiration date.

3. Shares are held by 5AM Opportunities I, L.P. ("Opportunities"). 5AM Opportunities I (GP), LLC ("Opportunities GP") is the sole general partner of Opportunities. Kush M. Parmar, M.D., Ph.D. is a managing member of Opportunities GP and may be deemed to share voting and investment power over the shares held by Opportunities. Dr. Parmar disclaims beneficial ownership of the shares held by Opportunities except to the extent of his pecuniary interest therein.

Remarks:

This form 3A is being filed to correct the footnote which allocated these shares to the incorrect fund.

	/s/ Jared Cohen, as Attorney-in-fact	11/05/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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