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
 Â	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* Fletcher Aaron G.L. (Last) (First) (Middle) 1751 RIVER RUN SUITE 400 (Street) FT WORTH TX 76107 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol IN8BIO, INC. [ INAB ]	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) 08/13/2021
	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)
			Code	V	Amount	(A) or (D)	Price

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
Stock Option (right to buy)(1)	$1.0685	08/13/2021		J(6)		12,775		(2)	03/11/2029	Common Stock	12,775(1)(2)	$0	12,775	I	By BP Directors, LP(1)(5)(6)(7)
Stock Option (right to buy)(3)	$10	08/13/2021		J(6)		10,500		(4)	07/29/2031	Common Stock	10,500(3)(4)	$0	10,500	I	By BP Directors, LP(3)(5)(6)(7)

1. Name and Address of Reporting Person* Fletcher Aaron G.L. (Last) (First) (Middle) 1751 RIVER RUN SUITE 400 (Street) FT WORTH TX 76107 (City) (State) (Zip)

1. Name and Address of Reporting Person* BIOS Capital Management, LP (Last) (First) (Middle) 1751 RIVER RUN SUITE 400 (Street) FORT WORTH TX 76107 (City) (State) (Zip)

1. Name and Address of Reporting Person* BIOS Advisors GP, LLC (Last) (First) (Middle) 1751 RIVER RUN SUITE 400 (Street) FORT WORTH TX 76107 (City) (State) (Zip)

Explanation of Responses:

1. Consists of options to purchase 12,775 shares of common stock of the Issuer, par value $0.0001 per share, granted in consideration for Travis Whitfill's services as a director of the Issuer.

2. Twenty-five percent (25%) of the shares subject to the option vested on March 15, 2020, and the remaining shares subject to the options vested or shall vest in thirty-six (36) equal monthly installments thereafter, subject to Mr. Whitfill continuing to provide services through each such date.

3. Consists of options to purchase 10,500 shares of common stock of the Issuer, par value $0.0001 per share, granted in consideration for Mr. Whitfill's services as a director of the Issuer.

4. One twelfth (1/12th) of the shares subject to the option shall vest in equal monthly installments commencing on August 29, 2021 and will be fully vested on the date of the next annual meeting of the Issuer's stockholders, subject to Mr. Whitfill continuing to provide services through each such date.

5. Bios Equity Partners, LP ("Bios Equity I") is the general partner of BP Directors, LP ("Bios Directors"). Bios Capital Management, LP ("Bios Management"), an entity managed and controlled by Mr. Fletcher, is a general partner of Bios Equity I. Bios Advisors GP, LLC ("Bios Advisors"), an entity managed and controlled by Mr. Fletcher, is the general partner of Bios Management.

6. Pursuant to a preexisting agreement, Mr. Whitfill is deemed to hold the reported options for the benefit of Bios Directors. Bios Directors may be deemed the direct or indirect beneficial owner of the options, and Bios Equity I, Bios Management, Bios Advisors and Mr. Fletcher may each be deemed the indirect beneficial owner of the options through its or his indirect interest in Bios Directors.

7. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.

	/s/ Aaron Glenn Louis Fletcher	08/17/2021
	Bios Capital Management, LP By: Bios Advisors GP, LLC, its general partner By: /s/ Aaron Glenn Louis Fletcher, Manager	08/17/2021
	Bios Advisors GP, LLC By: /s/ Aaron Glenn Louis Fletcher, Manager	08/17/2021
	** Signature of Reporting Person	Date
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