Camp4 Therapeutics Form 3 Initial statement of insider ownership

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^*

Polaris Management Co. VII, L.L.C.

(Last) (First) (Middle)

ONE MARINA PARK DRIVE, 8TH FLOOR

(Street)

BOSTON MA 02210

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/10/2024

3. Issuer Name and Ticker or Trading Symbol
Camp4 Therapeutics Corp [ CAMP ]

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

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

5. 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 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 Prime Preferred Stock	(1)	(1)	Common Stock	1,250,061	(1)	I	See Footnote(2)
Series A Prime Preferred Stock	(1)	(1)	Common Stock	87,448	(1)	I	See Footnote(3)
Series B Preferred Stock	(1)	(1)	Common Stock	353,718	(1)	I	See Footnote(2)
Series B Preferred Stock	(1)	(1)	Common Stock	24,745	(1)	I	See Footnote(3)

1. Name and Address of Reporting Person^*

Polaris Management Co. VII, L.L.C.

(Last) (First) (Middle)

ONE MARINA PARK DRIVE, 8TH FLOOR

(Street)

BOSTON MA 02210

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Polaris Partners VII, L.P.

(Last) (First) (Middle)

ONE MARINA PARK DRIVE

8TH FLOOR

(Street)

BOSTON MA 02210

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Polaris Entrepreneurs' Fund VII, L.P.

(Last) (First) (Middle)

ONE MARINA PARK DRIVE

8TH FLOOR

(Street)

BOSTON MA 02210

(City) (State) (Zip)

Explanation of Responses:

1. Each share of Series A Prime Preferred Stock and Series B Preferred Stock (collectively, the "Preferred Stock") is convertible into shares of the Issuer's common stock, par value $0.0001 per share ("Common Stock") on a 11.2158-for-one basis. Upon the closing of the Issuer's initial public offering, all shares of Preferred Stock will convert automatically into shares of Common Stock of the Issuer. The Preferred Stock has no expiration date.

2. The reported securities are owned directly by Polaris Partners VII, L.P. ("PP VII"). Polaris Management Co. VII, L.L.C. ("PMC VII") is the general partner of PP VII. Each of David Barrett, Brian Chee, Amir Nashat, a member of the Issuer's board of directors, and Bryce Youngren (collectively, the "Managing Members") are the managing members of PMC VII. Each of PMC VII and the Managing Members in their respective capacities with respect to PMC VII, may be deemed to have shared voting, investment and dispositive power with respect to the securities held by PP VII. Each of PMC VII and the Managing Members disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any one of the Managing Members or PMC VII is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.

3. The reported securities are owned directly by Polaris Entrepreneurs' Fund VII, L.P. ("PEF VII"). PMC VII is the general partner of PEF VII. Each of PMC VII and the Managing Members in their respective capacities with respect to PMC VII, may be deemed to have shared voting, investment and dispositive power with respect to the securities held by PEF VII. Each of PMC VII and the Managing Members disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any one of the Managing Members or PMC VII is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.

	/s/ Lauren Crockett, as attorney in fact for Polaris Management Co. VII, L.L.C.	10/10/2024
	/s/ Lauren Crockett, as attorney in fact for Polaris Management Co. VII, L.L.C., general partner of Polaris Partners VII, L.P.	10/10/2024
	/s/ Lauren Crockett, as attorney in fact for Polaris Management Co. VII, L.L.C., general partner of Polaris Entrepreneurs' Fund VII, L.P.	10/10/2024
	** Signature of Reporting Person	Date
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