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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Schiller Mark C.
2. Date of Event Requiring Statement (Month/Day/Year)
01/15/2024
3. Issuer Name and Ticker or Trading Symbol
Kezar Life Sciences, Inc. [KZR]
(Last)
(First)
(Middle)
C/O KEZAR LIFE SCIENCES, INC., 4000 SHORELINE COURT, SUITE 300
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Legal Officer
5. If Amendment, Date Original Filed (Month/Day/Year)
(Street)

SOUTH SAN FRANCISCO, CA 94080
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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 39,695 (1)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: 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
Employee Stock Option (right to buy)   (2) 04/14/2029 Common Stock 50,000 $ 2.28 D  
Employee Stock Option (right to buy)   (2) 09/05/2029 Common Stock 25,000 $ 2.28 D  
Employee Stock Option (right to buy)   (2) 01/11/2030 Common Stock 52,500 $ 2.28 D  
Employee Stock Option (right to buy)   (3) 01/07/2031 Common Stock 110,000 $ 2.28 D  
Employee Stock Option (right to buy)   (4) 01/04/2032 Common Stock 130,000 $ 2.28 D  
Employee Stock Option (right to buy)   (5) 01/07/2033 Common Stock 165,000 $ 2.28 D  
Employee Stock Option (right to buy)   (6) 01/06/2034 Common Stock 250,000 $ 0.93 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Schiller Mark C.
C/O KEZAR LIFE SCIENCES, INC.
4000 SHORELINE COURT, SUITE 300
SOUTH SAN FRANCISCO, CA 94080
      Chief Legal Officer  

Signatures

/s/ Marc Belsky, Attorney-in-Fact 01/17/2024
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Includes 30,000 restricted stock units ("RSUs"). The RSUs will vest in two equal installments on July 2, 2024 and July 2, 2025, subject to the Reporting Person continuing to provide service through each such date.
(2) Fully vested and exercisable.
(3) One forty-eighth (1/48th) of the shares vested or shall vest on a monthly basis commencing on January 1, 2021, subject to the Reporting Person continuing to provide service through each such date.
(4) One forty-eighth (1/48th) of the shares vested or shall vest on a monthly basis commencing on January 5, 2022, subject to the Reporting Person continuingto provide service through each such date.
(5) One forty-eighth (1/48th) of the shares vested or shall vest on a monthly basis commencing on January 8, 2023, subject to the Reporting Person continuing to provide service through each such date.
(6) One forty-eighth (1/48th) of the shares shall vest on a monthly basis commencing on January 7, 2024, subject to the Reporting Person continuing to provide service through each such date.
 
Remarks:
Exhibit List - Exhibit 24 - Power of Attorney

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