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*
FAIRBAIRN EMILY

(Last) (First) (Middle)
10 ORINDA VIEW ROAD

(Street)
ORINDA CA 94563

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/29/2021
3. Issuer Name and Ticker or Trading Symbol
IN8BIO, INC. [ INAB ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. 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 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)
Common Stock 8,212 I See footnote(1)
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
Series A Preferred Stock (2) (2) Common Stock 83,124 (2) I See footnote(1)
Series A Preferred Stock (2) (2) Common Stock 27,706 (2) I See footnote(3)
Series A Preferred Stock (2) (2) Common Stock 3,222,485 (2) I See footnote(4)
1. Name and Address of Reporting Person*
FAIRBAIRN EMILY

(Last) (First) (Middle)
10 ORINDA VIEW ROAD

(Street)
ORINDA CA 94563

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Transcend Partners Opportunity Fund LLC

(Last) (First) (Middle)
10 ORINDA VIEW ROAD

(Street)
ORINDA CA 94563

(City) (State) (Zip)
Explanation of Responses:
1. The securities are held by Valley High Limited Partnership ("Valley High"). Emily Fairbairn is the sole managing partner of Valley High and has voting and investment power over the shares held by Valley High.
2. Each share of Series A Preferred Stock is convertible at any time at the option of the holder, without payment of additional consideration, into Common Stock, on a 1.0997 for 1 basis, has no expiration date and is expected to automatically convert into shares of Common Stock upon the closing of the Issuer's initial public offering.
3. The securities are held by Emily T. Fairbairn Roth IRA ("Roth IRA"). Emily Fairbairn exercises control over the Roth IRA, and as such, has voting and investment power over the shares held by the Roth IRA.
4. The securities are held by Transcend Partners Opportunity Fund LLC ("Transcend"). Emily Fairbairn is the sole managing member of Transcend and has voting and investment power over the shares held by Transcend.
Remarks:
Exhibit List - Exhibit 24 - Power of Attorney
/s/ Jason Minio, Attorney-in-Fact 07/29/2021
/s/ Jason Minio, Attorney-in-Fact 07/29/2021
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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