Dittman Jennifer Form 3 Third Harmonic Bio / Jennifer Dittman 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^*

Dittman Jennifer

(Last) (First) (Middle)

C/O THIRD HARMONIC BIO, INC.

1700 MONTGOMERY STREET, SUITE 210

(Street)

SAN FRANCISCO CA 94111

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/16/2024

3. Issuer Name and Ticker or Trading Symbol
Third Harmonic Bio, Inc. [ THRD ]

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

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

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

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
Employee Stock Option (right to buy)	(1)	01/05/2034	Common Stock	26,800	10.89	D
Employee Stock Option (right to buy)	(2)	03/05/2033	Common Stock	23,700	4.2	D
Employee Stock Option (right to buy)	(3)	12/18/2032	Common Stock	50,000	4.3	D

Explanation of Responses:

1. The option vests over a four-year period: 1/48th on February 5, 2024, after which 1/48th of the total shares vest monthly, subject to continued service through each vesting date.

2. The option vests over a four-year period: 1/48th on April 6, 2023, after which 1/48th of the total shares vest monthly, subject to continued service through each vesting date.

3. 25% of the total shares vest on December 19, 2023, and thereafter 2.08333% of the total shares underlying the award shall vest in equal monthly installments until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date.

	/s/ Christopher Murphy, Attorney-in-Fact	05/20/2024
	** 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 5 (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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