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* Burow Kristina (Last) (First) (Middle) 8755 W. HIGGINS ROAD , SUITE 1025 (Street) CHICAGO IL 60631 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 09/14/2023	3. Issuer Name and Ticker or Trading Symbol Neumora Therapeutics, Inc. [ NMRA ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X 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) X Form filed by One Reporting Person 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	5,310,358(1)	I	See Footnotes(2)(4)
Common Stock	5,310,358(1)	I	See Footnotes(3)(4)

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-1 Preferred Stock	(5)	(5)	Common Stock	13,620(1)	(5)	D
Series A-1 Preferred Stock	(5)	(5)	Common Stock	684,167(1)	(5)	I	By ARCH Venture Fund VII, L.P.(6)(8)
Series A-1 Preferred Stock	(5)	(5)	Common Stock	1,144,973(1)	(5)	I	By ARCH Venture Fund VIII Overage, L.P.(7)(8)
Series A-2 Preferred Stock	(5)	(5)	Common Stock	6,895,021(1)	(5)	I	See Footnotes(2)(4)
Series A-2 Preferred Stock	(5)	(5)	Common Stock	6,576,400(1)	(5)	I	See Footnotes(3)(4)
Series B Preferred Stock	(5)	(5)	Common Stock	2,124,143(1)	(5)	I	See Footnote(9)

Explanation of Responses:

1. Reflects a 1-for-7.8463 reverse stock split of the Issuer's outstanding securities effected prior to the effectiveness of the Issuer's S-1 Registration Statement on September 8, 2023.

2. Represents shares held directly by ARCH Venture Fund X, L.P. (ARCH X). ARCH Venture Partners X, L.P. (AVP X LP) is the sole general partner of ARCH X.

3. Represents shares held directly by ARCH Venture Fund X Overage, L.P. (ARCH X Overage). ARCH Venture Partners X Overage, L.P. (AVP X Overage LP) is the sole general partner of ARCH X Overage.

4. ARCH Venture Partners X, LLC (AVP X LLC) is the sole general partner of each of AVP X LP and AVP X Overage LP. Keith Crandell, Kristina Burow, Steven Gillis and Robert Nelsen comprise the investment committee of AVP X LLC (the AVP X Committee Members). AVP X LLC may be deemed to beneficially own the shares held by ARCH X and ARCH X Overage, and each of the AVP X Committee Members may be deemed to share the power to direct the disposition and vote of the shares held by ARCH X and ARCH X Overage. AVP X Committee Members each disclaim beneficial ownership except to the extent of their pecuniary interest therein, if any.

5. The shares of Series A-1 Preferred Stock, Series A-2 Preferred Stock and Series B Preferred Stock of the Issuer will automatically convert on a 1-for-1 basis into Common Stock of the Issuer immediately prior to the closing of the Issuer's initial public offering.

6. Represents shares held directly by ARCH Venture Fund VII, L.P. (ARCH VII). ARCH Venture Partners VII, L.P. (AVP VII LP) is the sole general partner of ARCH VII, and ARCH Venture Partners VII, LLC (AVP VII LLC) is the sole general partner of AVP VII LP. Clinton Bybee, Keith Crandell and Robert Nelsen are the managing directors of AVP VII LLC (AVP VII LLC Managing Directors). AVP VII LLC may be deemed to beneficially own the shares held by ARCH VII, and each of the AVP VII LLC Managing Directors may be deemed to share the power to direct the disposition and vote of the shares held by ARCH VII. AVP VII LLC Managing Directors each disclaim beneficial ownership except to the extent of their pecuniary interest therein, if any. The Reporting Person is a managing director at AVP VII LLC and owns an interest in AVP VII LP but does not have voting or investment control over the shares held by ARCH VII.

7. Represents shares held directly by ARCH Venture Fund VIII Overage, L.P. (ARCH VIII Overage). ARCH Venture Partners VIII, LLC (AVP VIII LLC) is the general partner of ARCH VIII Overage. Clinton Bybee, Keith Crandell and Robert Nelsen are the managing directors of AVP VIII LLC (the AVP VIII LLC Managing Directors). AVP VIII LLC may be deemed to beneficially own the shares held by ARCH VIII Overage, and each of the AVP VIII LLC Managing Directors may be deemed to share the power to direct the disposition and vote of the shares held by ARCH VIII Overage. AVP VIII LLC Managing Directors each disclaim beneficial ownership except to the extent of their pecuniary interest therein, if any. The Reporting Person is a managing director at AVP VIII LLC and owns an interest in AVP VIII LLC but does not have voting or investment control over the shares held by ARCH VIII Overage.

8. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.

9. Represents shares held directly by ARCH Venture Fund XII, L.P. (ARCH XII). ARCH Venture Partners XII, L.P. (AVP XII LP) is the general partner of ARCH XII. ARCH Venture Partners XII, LLC (AVP XII LLC) is the general partner of AVP XII LP. Keith Crandell, Kristina Burow, Steven Gillis and Robert Nelsen comprise the investment committee of AVP XII LLC (the AVP XII LLC Committee Members). AVP XII LLC may be deemed to beneficially own the shares held by ARCH XII, and each of the AVP XII LLC Committee Members may be deemed to share the power to direct the disposition and vote of the shares held by ARCH XII. AVP XII LLC Committee Members each disclaim beneficial ownership except to the extent of their pecuniary interest therein, if any.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Joshua Pinto, as Attorney-in-Fact for Kristina M. Burow	09/14/2023
	** 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).
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                                POWER OF ATTORNEY

        Know all by these presents, that the undersigned hereby constitutes and
appoints each of (i) the Chief Executive Officer of Neumora Therapeutics, Inc.,
a Delaware corporation (the "Company"), who is currently Henry O. Gosebruch,
and (ii) the Company's Chief Financial Officer, who is currently Joshua Pinto,
and their respective successors, signing singly, with full power of
substitution, as the undersigned's true and lawful attorney-in-fact to:

        (1) execute for and on behalf of the undersigned, in the undersigned's
            capacity as an officer and/or director of the Company, Forms 3, 4
            and 5 (including amendments thereto) in accordance with Section
            16(a) of the Securities Exchange Act of 1934 and the rules and
            regulations thereunder and a Form ID, Uniform Application for
            Access Codes to File on EDGAR;

        (2) do and perform any and all acts for and on behalf of the
            undersigned which may be necessary or desirable to complete and
            execute any such Forms 3, 4 or 5 or Form ID and timely file such
            forms (including amendments thereto) and application with the
            United States Securities and Exchange Commission and any stock
            exchange or similar authority; and

        (3) take any other action of any type whatsoever in connection with the
            foregoing which, in the opinion of such attorney-in-fact, may be of
            benefit to, in the best interest of, or legally required by, the
            undersigned, it being understood that the documents executed by
            such attorney-in-fact on behalf of the undersigned pursuant to this
            Power of Attorney shall be in such form and shall contain such
            terms and conditions as such attorney-in-fact may approve in such
            attorney-in-fact's discretion.

        The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934.

        The undersigned agrees that each such attorney-in-fact herein may rely
entirely on information furnished orally or in writing by the undersigned to
such attorney-in-fact. The undersigned also agrees to indemnify and hold
harmless the Company and each such attorney-in-fact against any losses, claims,
damages or liabilities (or actions in these respects) that arise out of or are
based upon any untrue statements or omission of necessary facts in the
information provided by the undersigned to such attorney-in fact for purposes
of executing, acknowledging, delivering or filing Forms 3, 4 or 5 (including
amendments thereto) or Form ID and agrees to reimburse the Company and such
attorney-in-fact for any legal or other expenses reasonably incurred in
connection with investigating or defending against any such loss, claim,
damage, liability or action.

        This Power of Attorney supersedes any power of attorney previously
executed by the undersigned regarding the purposes outlined in the first
paragraph hereof ("Prior Powers of Attorney"), and the authority of the
attorneys-in-fact named in any Prior Powers of Attorney is hereby revoked.

        This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 or 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier (a) revoked by the undersigned in a signed writing delivered to
the foregoing attorneys-in-fact or (b) superseded by a new power of attorney
regarding the purposes outlined in the first paragraph hereof dated as of a
later date.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 25th day of August, 2023.


                                   /s/ Kristina M. Burow
                                   -------------------------------
                                   Kristina M. Burow