02/06/2026 | Press release | Distributed by Public on 02/06/2026 17:25
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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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 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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Series A Preferred Stock | (3) | 02/06/2026 | C | 10,000,000 | (3) | (3) | Common Stock | 1,340,878 | (3) | 0 | I | See Footnote(5) | |||
| Series A-1 Preferred Stock | (4) | 02/06/2026 | C | 7,807,026 | (4) | (4) | Common Stock | 1,046,827 | (4) | 0 | I | See Footnote(5) | |||
| Series A-1 Preferred Stock | (4) | 02/06/2026 | C | 2,502,252 | (4) | (4) | Common Stock | 335,521 | (4) | 0 | I | See Footnote(1) | |||
| Series B Preferred Stock | (6) | 02/06/2026 | C | 796,380 | (6) | (6) | Common Stock | 106,785 | (6) | 0 | I | See Footnote(1) | |||
| Series B Preferred Stock | (6) | 02/06/2026 | C | 530,920 | (6) | (6) | Common Stock | 71,190 | (6) | 0 | I | See Footnote(2) | |||
| Series B-1 Preferred Stock | (7) | 02/06/2026 | C | 5,289,322 | (7) | (7) | Common Stock | 709,234 | (7) | 0 | I | See Footnote(1) | |||
| Series B-1 Preferred Stock | (7) | 02/06/2026 | C | 3,526,215 | (7) | (7) | Common Stock | 472,822 | (7) | 0 | I | See Footnote(2) | |||
| Series C Preferred Stock | (8) | 02/06/2026 | C | 303,360 | (8) | (8) | Common Stock | 40,677 | (8) | 0 | I | See Footnote(2) | |||
| Series C-1 Preferred Stock | (9) | 02/06/2026 | C | 1,450,614 | (9) | (9) | Common Stock | 194,510 | (9) | 0 | I | See Footnote(2) | |||
| Series D Preferred Stock | (10) | 02/06/2026 | C | 10,266,152 | (10) | (10) | Common Stock | 1,376,566 | (10) | 0 | I | See Footnote(2) | |||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Lux Venture Partners V, LLC 920 BROADWAY, 11TH FLOOR NEW YORK, NY 10010 |
X | |||
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Wolfe Josh C/O EIKON THERAPEUTICS 230 HARRIET TUBMAN WAY MILLBRAE, CA 94030 |
X | X | ||
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Hebert Peter 920 BROADWAY, 11TH FLOOR NEW YORK, NY 10010 |
X | |||
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Lux Ventures V, L.P. 920 BROADWAY, 11TH FLOOR NEW YORK, NY 10010 |
X | |||
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Lux Co-Invest Opportunities II, L.P. 920 BROADWAY, 11TH FLOOR NEW YORK, NY 10010 |
X | |||
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Lux Total Opportunities, L.P. 920 BROADWAY, 11TH FLOOR NEW YORK, NY 10010 |
X | |||
| /s/ Josh Wolfe | 02/06/2026 | |
| **Signature of Reporting Person | Date | |
| /s/ Peter Hebert | 02/06/2026 | |
| **Signature of Reporting Person | Date | |
| Lux Ventures V, L.P., By: Lux Venture Partners V, LLC, its General Partner, By: Peter Hebert, Managing Member /s/ Peter Hebert | 02/06/2026 | |
| **Signature of Reporting Person | Date | |
| Lux Venture Partners V, LLC, By: Peter Hebert, Managing Member /s/ Peter Hebert | 02/06/2026 | |
| **Signature of Reporting Person | Date | |
| Lux Co-Invest Opportunities II, L.P., By: Lux Co-Invest Partners II, LLC, its General Partner, By: Peter Hebert, Managing Member /s/ Peter Hebert | 02/06/2026 | |
| **Signature of Reporting Person | Date | |
| Lux Co-Invest Partners II, LLC, By: Peter Hebert, Managing Member /s/ Peter Hebert | 02/06/2026 | |
| **Signature of Reporting Person | Date | |
| Lux Total Opportunities, L.P., By: Lux Total Opportunities Partners, LLC, its General Partner, By: Peter Hebert, Managing Member /s/ Peter Hebert | 02/06/2026 | |
| **Signature of Reporting Person | Date | |
| Lux Total Opportunities Partners, LLC, By: Peter Hebert, Managing Member /s/ Peter Hebert | 02/06/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(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) | These shares are held by Lux Co-Invest Opportunities II, L.P. ("LCIO II"). Lux Co-Invest Partners II, LLC ("LCIP II") is the general partner of LCIO II and exercises voting and dispositive power over the shares noted herein held by LCIO II. Peter Hebert and Josh Wolfe, a member of the Issuer's board of directors (the "Individual Lux Managers"), are the individual managing members of LCIP II. The Individual Lux Managers, and as the sole managers of LCIP II, may be deemed to beneficially own the shares held by LCIO II. Each of LCIP II and the Individual Lux Managers disclaims beneficial ownership over these shares except to the extent of his pecuniary interest therein. |
| (2) | These shares are held by Lux Total Opportunities, L.P. ("LTO"). Lux Total Opportunities Partners, LLC ("LTOP") is the general partner of LTO and exercises voting and dispositive power over the shares noted herein held by LTO. The Individual Lux Managers are the individual managing members of LTOP. The Individual Lux Managers, as the sole managers of LTOP, may be deemed to beneficially own the shares held by LTO. Each of LTOP and the Individual Lux Managers disclaims beneficial ownership over these shares except to the extent of their pecuniary interest therein. |
| (3) | The Series A Preferred Stock converted into Common Stock immediately prior to the closing of the Issuer's initial public offering ("IPO") on a 1-for-7.4578 basis and had no expiration date. |
| (4) | The Series A-1 Preferred Stock converted into Common Stock immediately prior to the closing of the Issuer's IPO on a 1-for-7.4578 basis and had no expiration date. |
| (5) | These shares are held by Lux Ventures V, L.P. ("LVV"). Lux Venture Partners V, LLC ("LVPV") is the general partner of LVV and exercises voting and dispositive power over the shares noted herein held by LVV. The Individual Lux Managers are the individual managing members of LVPV. The Individual Lux Managers, as the sole managers of LVPV, may be deemed to beneficially own the shares held by LVV. Each of LVPV and the Individual Lux Managers disclaims beneficial ownership over these shares except to the extent of their pecuniary interest therein. |
| (6) | The Series B Preferred Stock converted into Common Stock immediately prior to the closing of the Issuer's IPO on a 1-for-7.4578 basis and had no expiration date. |
| (7) | The Series B-1 Preferred Stock converted into Common Stock immediately prior to the closing of the Issuer's IPO on a 1-for-7.4578 basis and had no expiration date. |
| (8) | The Series C Preferred Stock converted into Common Stock immediately prior to the closing of the Issuer's IPO on a 1-for-7.4578 basis and had no expiration date. |
| (9) | The Series C-1 Preferred Stock converted into Common Stock immediately prior to the closing of the Issuer's IPO on a 1-for-7.4578 basis and had no expiration date. |
| (10) | The Series D Preferred Stock converted into Common Stock immediately prior to the closing of the Issuer's IPO on a 1-for-7.4578 basis and had no expiration date. |