Arkin Bio Venture Partners Form 4 Keros Therapeutics / Moshe Arkin ownership change

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Arkin Bio Ventures Limited Partnership

(Last)

(First)

(Middle)

6 HACHOSHLIM STREET

(Street)

HERZLIYA PITUACH

4672406

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Keros Therapeutics, Inc. [ KROS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
04/13/2020

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/13/2020		C		1,382,295	A	⁽¹⁾	1,382,295	D⁽²⁾
Common Stock	04/13/2020		C		343,270	A	⁽¹⁾	1,725,565	D⁽²⁾
Common Stock	04/13/2020		C		167,537	A	⁽¹⁾	1,893,102	D⁽²⁾
Common Stock	04/13/2020		P		120,000	A	$16	2,013,102	D⁽²⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series A Preferred Stock	⁽¹⁾	04/13/2020		C			1,382,295	⁽¹⁾	⁽¹⁾	Common Stock	1,382,295	$0	0	D⁽²⁾
Series B-1 Preferred Stock	⁽¹⁾	04/13/2020		C			343,270	⁽¹⁾	⁽¹⁾	Common Stock	343,270	$0	0	D⁽²⁾
Series C Preferred Stock	⁽¹⁾	04/13/2020		C			167,537	⁽¹⁾	⁽¹⁾	Common Stock	167,537	$0	0	D⁽²⁾

1. Name and Address of Reporting Person^*

Arkin Bio Ventures Limited Partnership

(Last)

(First)

(Middle)

6 HACHOSHLIM STREET

(Street)

HERZLIYA PITUACH

4672406

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Arkin Bio Venture Partners Ltd.

(Last)

(First)

(Middle)

6 HACHOSHLIM STREET

(Street)

HERZLIYA PITUACH

4672406

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Arkin Moshe

(Last)

(First)

(Middle)

6 HACHOSHLIM ST.

(Street)

HERZELIA

4672406

(City)

(State)

(Zip)

Explanation of Responses:

1. Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

2. The securities are held by Arkin Bio Ventures Limited Partnership ("Arkin Bio"). Arkin Bio Venture Partners Ltd. is the general partner of Arkin Bio. Moshe Arkin is the sole shareholder and chairman of the board of Arkin Bio Venture Partners Ltd..

	Arkin Bio Ventures Limited Partnership, By: Its General Partner, Arkin Bio Venture Partners Ltd., By: Moshe Arkin, Director, By: /s/ Yair Ben Yosef, attorney-in-fact	04/13/2020
	Arkin Bio Venture Partners Ltd., By: Moshe Arkin, Director, By: /s/ Yair Ben Yosef, attorney-in-fact	04/13/2020
	Moshe Arkin, Director, By: /s/ Yair Ben Yosef, attorney-in-fact	04/13/2020
	** 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 4 (b)(v).
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Arkin Bio Venture Partners Form 4Keros Therapeutics / Moshe Arkin ownership change