Sec Form 4 Filing - Foundation Fighting Blindness Retinal Degeneration Fund @ Opus Genetics, Inc. - 2025-05-05

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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, 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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1. Name and Address of Reporting Person
Foundation Fighting Blindness Retinal Degeneration Fund
2. Issuer Name and Ticker or Trading Symbol
Opus Genetics, Inc. [ IRD]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
See Remarks
(Last) (First) (Middle)
223 S. WEST STREET, SUITE 900
3. Date of Earliest Transaction (MM/DD/YY)
05/05/2025
(Street)
RALEIGH, NC27603
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 05/05/2025 C 6,927,419 A 9,492,171 D ( 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Series A Non-Voting Convertible Preferred Stock ( 1 ) 05/05/2025 C 6,927.419 05/05/2025 ( 1 ) Common Stock 6,927,419 ( 3 ) 0 D ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Foundation Fighting Blindness Retinal Degeneration Fund
223 S. WEST STREET, SUITE 900
RALEIGH, NC27603
X X See Remarks
Foundation Fighting Blindness, Inc.
6925 OAKLAND MILLS ROAD, #701
COLUMBIA, MD21045
X X See Remarks
Signatures
Foundation Fighting Blindness Retinal Degeneration Fund, By: /s/ Lorna A. Knick, Attorney-in-Fact for Russell Kelley 05/06/2025
Signature of Reporting Person Date
Foundation Fighting Blindness, Inc. By: /s/ Lorna A. Knick, Attorney-in-Fact for Jason Menzo 05/06/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each share of Series A non-voting convertible preferred stock (the "Preferred Stock") automatically converted into 1,000 shares of the Issuer's common stock as of 5:00 p.m. Eastern time on the third business day after the date that the Issuer's stockholders approved the conversion of the Preferred Stock into shares of the Issuer's common stock, which approval occurred on April 30, 2025.
( 2 )Foundation Fighting Blindness, Inc. ("FFB") is the sole member of Foundation Fighting Blindness Retinal Degeneration Fund ("RDF") and may be deemed to beneficially own the securities owned directly by RDF. RDF has the power to vote and dispose of any securities directly owned by RDF. RDF's board of directors makes voting and investment decisions regarding securities held by RDF, subject to certain approval rights of the board of directors of FFB with respect to transactions exceeding a certain threshold.
( 3 )The shares of Preferred Stock were issued to the Reporting Persons in connection with a merger and reorganization in a stock-for-stock transaction.

Remarks:
For purposes of Section 16 of the Exchange Act of 1934, as amended, the Reporting Persons may be deemed a director by deputization of Issuer by virtue of the fact that Adrienne Graves, PhD and Jean Bennett, MD, PhD were appointed to serve on the board of directors of Issuer and Dr. Graves is the chair of the board of directors of RDF and a member of the board of directors of FFB and Dr. Bennett is a member of the board of directors of RDF. FFB is the sole member of RDF and may be deemed to beneficially own the securities owned directly by RDF. RDF has the power to vote and dispose of any securities directly owned by RDF. RDF's board of directors makes voting and investment decisions regarding securities held by RDF, subject to certain approval rights of the board of directors of FFB with respect to transactions exceeding a certain threshold.

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