Vera Therapeutics, Inc. 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds Unregistered Sales of Equity Securities Stock Option Grants For the three months ended June 30, 2021, we granted options to purchase 450,326 shares of our Class A common stock to certain of our employees and directors with a weighted-average exercise price of $11.00 per share. The offer, sale and issuance of these options were deemed to be exempt from registration under the Securities Act in reliance on Rule 701 in that the transactions were under a compensatory benefit plan and contracts relating to compensation as provided under Rule 701. 91 Table of Contents Issuance of Class A Common Stock upon Conversion of Redeemable Convertible Preferred Stock On May 18, 2021, upon the closing of our IPO, all shares of our then-outstanding redeemable convertible preferred stock converted into 15,464,775 shares of our Class A common stock pursuant to a May 7, 2021, mandatory conversion election executed by the requisite holders of our then-outstanding redeemable convertible preferred stock. The stock was issued pursuant to the exemption from the registration requirements of the Securities Act provided by Section 3(a)(9) or Section 4(a)(2) of the Securities Act. Use of Proceeds We consummated our IPO pursuant to the registration statement on Form S-1, as amended (File No. 333-255492) that was declared effective on May 13, 2021, and registered an aggregate of 5,002,500 shares of our Class A common stock. On May 18, 2021, we sold 4,350,000 shares of our Class A common stock at a public offering price of $11.00 per share for aggregate gross proceeds of $47.85 million. On May 20, 2021, in connection with the full exercise of the underwriters’ 30-day option to purchase additional shares, we issued and sold 652,500 additional shares of Class A common stock at a public offering price of $11.00 per share for aggregate gross proceeds of $7.2 million. Jefferies LLC, Cowen and Company, LLC and Evercore Group L.L.C. served as joint book-running managers. The net proceeds of our IPO were approximately $48.4 million, after deducting underwriting discounts and commissions of approximately $3.8 million and offering related expenses of approximately $2.8 million. No offering expenses were paid directly or indirectly to any of our directors or officers (or their associates) or persons owning ten percent or more of any class of our equity securities or to any other affiliates. There has been no material change in the planned use of proceeds from our IPO as described in the Prospectus. We invested the funds received in cash and cash equivalents in accordance with our investment policy. Item 3. Defaults Upon Senior Securities Not applicable. Item 4. Mine Safety Disclosures Not applicable.