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Filing Details

Accession Number:: 0001209191-21-023877
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-03-31 20:00:15
Reporting Period:: 2021-03-29

Accepted Time:: 2021-03-31 20:00:15
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1682852	Moderna Inc.	MRNA	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1222012	Noubar Afeyan	55 Cambridge Parkway, Suite 800E Cambridge MA 02142		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2021-03-29	284,300	$122.53	12,585,162	No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
Common Stock	Disposition	2021-03-29	639,681	$123.50	11,945,481	No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
Common Stock	Disposition	2021-03-29	251,545	$124.42	11,693,936	No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
Common Stock	Disposition	2021-03-29	116,383	$125.36	11,577,553	No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
Common Stock	Disposition	2021-03-29	82,557	$126.40	11,494,996	No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
Common Stock	Disposition	2021-03-29	46,872	$127.47	11,448,124	No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
Common Stock	Disposition	2021-03-29	123,374	$128.74	11,324,750	No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
Common Stock	Disposition	2021-03-29	83,242	$129.54	11,241,508	No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
Common Stock	Disposition	2021-03-29	6,610	$130.56	11,234,898	No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
Common Stock	Disposition	2021-03-29	558	$131.30	11,234,340	No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
Common Stock	Disposition	2021-03-30	883,277	$118.04	10,351,063	No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
Common Stock	Disposition	2021-03-30	611,922	$118.90	9,739,141	No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
Common Stock	Disposition	2021-03-30	344,542	$119.81	9,394,599	No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
Common Stock	Disposition	2021-03-30	225,732	$120.76	9,168,867	No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
Common Stock	Disposition	2021-03-30	14,379	$121.71	9,154,488	No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
Common Stock	Disposition	2021-03-30	31,943	$123.08	9,122,545	No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
Common Stock	Disposition	2021-03-30	1,000	$123.44	9,121,545	No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
Common Stock	Disposition	2021-03-31	4,888	$121.07	9,116,657	No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.
No	4	S	Indirect	By Flagship Ventures Fund IV, L.P. and Flagship Ventures Fund IV-Rx, L.P.

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	11,464,359	Indirect	By Flagship VentureLabs IV LLC and Flagship Pioneering, Inc.
Common Stock	2,101,703	Direct

Footnotes

These sales were effected by Flagship Ventures Fund IV, L.P. ("Flagship Fund IV") and Flagship Ventures Fund IV-Rx, L.P. ("Flagship Fund IV-Rx") pursuant to Rule 10b5-1 trading plans adopted on December 23, 2020 (the "Plans"). Following the reported transactions, there are no shares remaining to be sold under these Plans.
Represents 238,812 shares sold by Flagship Fund IV and 45,488 shares sold by Flagship Fund IV-Rx. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $122.03 to $123.02, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
Shares held directly by Flagship Fund IV and Flagship Fund IV-Rx. Flagship Ventures Fund IV General Partner LLC ("Flagship Fund IV GP") is the general partner of each of Flagship Fund IV and Flagship Fund IV-Rx. The reporting person is the sole manager of Flagship Fund IV GP and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
Represents 537,331 shares sold by Flagship Fund IV and 102,350 shares sold by Flagship Fund IV-Rx. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $123.03 to $124.02, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
Represents 211,298 shares sold by Flagship Fund IV and 40,247 shares sold by Flagship Fund IV-Rx. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $124.03 to $125.02, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
Represents 97,762 shares sold by Flagship Fund IV and 18,621 shares sold by Flagship Fund IV-Rx. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $125.03 to $126.01, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
Represents 69,348 shares sold by Flagship Fund IV and 13,209 shares sold by Flagship Fund IV-Rx. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $126.03 to $127.02, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
Represents 39,372 shares sold by Flagship Fund IV and 7,500 shares sold by Flagship Fund IV-Rx. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $127.04 to $128.01, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
Represents 103,635 shares sold by Flagship Fund IV and 19,739 shares sold by Flagship Fund IV-Rx. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $128.12 to $129.11, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
Represents 69,923 shares sold by Flagship Fund IV and 13,319 shares sold by Flagship Fund IV-Rx. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $129.12 to $130.07, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
Represents 5,552 shares sold by Flagship Fund IV and 1,058 shares sold by Flagship Fund IV-Rx. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $130.12 to $130.99, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
Represents 469 shares sold by Flagship Fund IV and 89 shares sold by Flagship Fund IV-Rx.
Represents 741,953 shares sold by Flagship Fund IV and 141,324 shares sold by Flagship Fund IV-Rx. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $117.40 to $118.39, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
Represents 514,014 shares sold by Flagship Fund IV and 97,908 shares sold by Flagship Fund IV-Rx. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $118.40 to $119.39, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
Represents 289,415 shares sold by Flagship Fund IV and 55,127 shares sold by Flagship Fund IV-Rx. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $119.40 to $120.39, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
Represents 189,615 shares sold by Flagship Fund IV and 36,117 shares sold by Flagship Fund IV-Rx. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $120.40 to $121.39, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
Represents 12,079 shares sold by Flagship Fund IV and 2,300 shares sold by Flagship Fund IV-Rx. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $121.40 to $122.28, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
Represents 26,832 shares sold by Flagship Fund IV and 5,111 shares sold by Flagship Fund IV-Rx. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $122.40 to $123.30, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
Represents 840 shares sold by Flagship Fund IV and 160 shares sold by Flagship Fund IV-Rx.
Represents 4,106 shares sold by Flagship Fund IV and 782 shares sold by Flagship Fund IV-Rx. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $120.90 to $121.10, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
Following the transactions reported herein, 5,791,562 shares are held directly by Flagship Fund IV and 3,325,095 shares are held directly by Flagship Fund IV-Rx.
11,460,435 shares are held directly by Flagship VentureLabs IV LLC ("VentureLabs IV") and 3,924 shares are held directly by Flagship Pioneering, Inc. ("Flagship Pioneering"). Flagship Fund IV is a member of VentureLabs IV and also serves as its manager. Flagship Fund IV GP is the general partner of Flagship Fund IV. The reporting person is the sole manager of Flagship Fund IV GP and CEO and sole stockholder of Flagship Pioneering and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.