Translate Bio, Inc. Form 4 (June 26, 2020)

Summary

The Baupost Group, L.L.C., Baupost Group GP, L.L.C. and Seth A. Klarman jointly file this Form 4 as 10% owners of Translate Bio, Inc. [TBIO]. Table I reports a purchase of 500,000 shares of common stock on 06/26/2020 at $22 per share, bringing indirect ownership to 18,044,239 shares. The footnotes state that Baupost is a registered investment adviser to private investment limited partnerships, that the shares were bought on behalf of certain of those partnerships, and that BG GP and Mr. Klarman may be deemed to have beneficial ownership under Section 13 of the Securities Exchange Act of 1934. The Reporting Persons disclaim beneficial ownership except to the extent of any pecuniary interest. Seth A. Klarman signs for each on 06/30/2020.

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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 | OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5 | OMB APPROVAL | OMB Number: 3235-0287 Estimated average burden hours per response: 0.5 | OMB Number: | 3235-0287 | Estimated average burden | hours per response: | 0.5
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 * BAUPOST GROUP LLC/MA (Last) (First) (Middle) 10 ST. JAMES AVENUE SUITE 1700 (Street) BOSTON MA 02116 (City) (State) (Zip) | BAUPOST GROUP LLC/MA | (Last) | (First) | (Middle) | 10 ST. JAMES AVENUE | SUITE 1700 | BOSTON | MA | 02116 | (City) | (State) | (Zip) | 2. Issuer Name and Ticker or Trading Symbol Translate Bio, Inc. [ TBIO ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below) | Director | X | 10% Owner | Officer (give title below) | Other (specify below)
3. Date of Earliest Transaction
 (Month/Day/Year) 06/26/2020
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 | 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)
Code | V | Amount | (A) or (D) | Price
Common Stock | 06/26/2020 | P | 500,000 | A | $ 22 | 18,044,239 | I | See footnote 1 and 2. (1) (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)
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares
1. Name and Address of Reporting Person * BAUPOST GROUP LLC/MA (Last) (First) (Middle) 10 ST. JAMES AVENUE SUITE 1700 (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below) | BAUPOST GROUP LLC/MA | (Last) | (First) | (Middle) | 10 ST. JAMES AVENUE | SUITE 1700 | BOSTON | MA | 02116 | (City) | (State) | (Zip) | Director | X | 10% Owner | Officer (give title below) | Other (specify below)
1. Name and Address of Reporting Person * Baupost Group GP, L.L.C. (Last) (First) (Middle) 10 ST. JAMES AVENUE SUITE 1700 (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below) | Baupost Group GP, L.L.C. | (Last) | (First) | (Middle) | 10 ST. JAMES AVENUE | SUITE 1700 | BOSTON | MA | 02116 | (City) | (State) | (Zip) | Director | X | 10% Owner | Officer (give title below) | Other (specify below)
1. Name and Address of Reporting Person * KLARMAN SETH A (Last) (First) (Middle) 10 ST. JAMES AVENUE SUITE 1700 (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below) | KLARMAN SETH A | (Last) | (First) | (Middle) | 10 ST. JAMES AVENUE | SUITE 1700 | BOSTON | MA | 02116 | (City) | (State) | (Zip) | Director | X | 10% Owner | Officer (give title below) | Other (specify below)
Explanation of Responses:
1. This statement on Form 4 is being jointly filed by The Baupost Group, L.L.C. ("Baupost"), Baupost Group GP, L.L.C. ("BG GP") and Seth A. Klarman ("Mr. Klarman") (collectively, the "Reporting Persons"). Baupost is a registered investment adviser. The principal business of Baupost is to act as an investment adviser to various private investment limited partnerships. BG GP, as the manager of Baupost, and Mr. Klarman, as the sole managing member of BG GP and a controlling person of Baupost, may be deemed to have beneficial ownership under Section 13 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), of the securities beneficially owned by Baupost. Securities reported on this Form 4 as being beneficially owned by Baupost were purchased on behalf of certain of such partnerships.
2. (Continued from Footnote 1) The Reporting Persons disclaim beneficial ownership of the securities indicated except to the extent of their pecuniary interest therein, and the reporting herein of such securities shall not be construed as an admission that the Reporting Persons are the beneficial owners thereof for purposes of Section 16 of the Exchange Act or for any other purpose.
Seth A. Klarman | 06/30/2020
Seth A. Klarman | 06/30/2020
Seth A. Klarman | 06/30/2020
** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

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