Alta Partners NextGen Fund II Management Form 3 Tyra Biosciences / DANIEL JANNEY 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^*

Alta Partners NextGen Fund II Management, LLC

(Last) (First) (Middle)

115 W SNOW KING AVE, SUITE 101B

(Street)

JACKSON WY 83001

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/14/2021

3. Issuer Name and Ticker or Trading Symbol
Tyra Biosciences, Inc. [ TYRA ]

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)
Common Stock	112,929	I	See footnote(1)

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)	(2)	Common Stock	3,148,365	0.00	I	See footnote(1)
Series B Preferred Stock	(2)	(2)	Common Stock	662,752	0.00	I	See footnote(1)

1. Name and Address of Reporting Person^*

Alta Partners NextGen Fund II Management, LLC

(Last) (First) (Middle)

115 W SNOW KING AVE, SUITE 101B

(Street)

JACKSON WY 83001

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Alta Partners NextGen Fund II, L.P.

(Last) (First) (Middle)

115 W SNOW KING AVE, SUITE 101B

(Street)

JACKSON WY 83001

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Hudson Peter A

(Last) (First) (Middle)

C/O ALTA PARTNERS NEXTGEN FUND II MANAGE

115 W SNOW KING AVE, SUITE 101B

(Street)

JACKSON WY 83001

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

JANNEY DANIEL

(Last) (First) (Middle)

C/O ALTA PARTNERS NEXTGEN FUND II MANAGE

115 W SNOW KING AVE, SUITE 101B

(Street)

JACKSON WY 83001

(City) (State) (Zip)

Explanation of Responses:

1. These securities are held directly by Alta Partners NextGen Fund II, L.P. (the "APNG II"). The shares directly held by APNG II are indirectly held by Alta Partners NextGen Fund II Management, LLC ("APNG II Management"), which is the general partner of APNG II. The individual managing directors of APNG II Management are Robert More, Peter Hudson and Daniel Janney. The managing directors of APNG II Management exercise shared voting and investment control with respect to the shares held by APNG II. APNG II Management, Mr. Hudson and Mr. Janney disclaim beneficial ownership of all shares held by APNG II, except to the extent of its or their respective pecuniary interests therein. Mr. More is a director of the Issuer and files separate Section 16 reports.

2. The shares of Series A Preferred Stock and Series B Preferred Stock are convertible, at any time, at the holder's election, to shares of the Issuer's common stock at a ratio of 1-for-2.5974. In addition, effective immediately prior to the closing of the Issuer's initial public offering of its common stock, each share of Series A Preferred Stock and Series B Preferred Stock will automatically convert to shares of the Issuer's common stock at a ratio of 1-for-2.5974. The Series A Preferred Stock and Series B Preferred Stock has no expiration date.

Remarks:

	/s/ Daniel S. Janney, Manager of the Alta Partners NextGen Fund II Management, LLC, the General Partner of the Alta Partners NextGen Fund II, L.P.	09/14/2021
	/s/ Daniel S. Janney, Manager of the Alta Partners NextGen Fund II Management, LLC	09/14/2021
	/s/ Peter A. Hudson, individually	09/14/2021
	/s/ Daniel S. Janney, individually	09/14/2021
	** Signature of Reporting Person	Date
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