02/09/2026 | Press release | Distributed by Public on 02/09/2026 20:19
|
FORM 4
|
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 |
|
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 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) | ||
|
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) |
||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Series A Preferred Stock | (1) | 02/06/2026 | C(1) | 9,670,000 | (1) | (1) | Common Stock | 1,296,629 | (1) | 0 | I | By The Column Group IV, LP(2) | |||
| Series A Preferred Stock | (1) | 02/06/2026 | C(1) | 330,000 | (1) | (1) | Common Stock | 44,249 | (1) | 0 | I | By The Column Group IV-A, LP(3) | |||
| Series A-1 Preferred Stock | (1) | 02/06/2026 | C(1) | 10,467,526 | (1) | (1) | Common Stock | 1,403,568 | (1) | 0 | I | By The Column Group IV, LP(2) | |||
| Series A-1 Preferred Stock | (1) | 02/06/2026 | C(1) | 357,216 | (1) | (1) | Common Stock | 47,898 | (1) | 0 | I | By The Column Group IV-A, LP(3) | |||
| Series C-1 Preferred Stock | (1) | 02/06/2026 | C(1) | 827,278 | (1) | (1) | Common Stock | 110,928 | (1) | 0 | I | By The Column Group IV, LP(2) | |||
| Series C-1 Preferred Stock | (1) | 02/06/2026 | C(1) | 28,229 | (1) | (1) | Common Stock | 3,785 | (1) | 0 | I | By The Column Group IV-A, LP(3) | |||
| Series D Preferred Stock | (1) | 02/06/2026 | C(1) | 5,133,076 | (1) | (1) | Common Stock | 688,283 | (1) | 0 | I | By The Column Group Opportunity III, LP(4) | |||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
|
Column Group IV GP, LP 1 LETTERMAN DR., BLDG D, SUITE DM-900 SAN FRANCISCO, CA 94129 |
X | |||
|
Column Group IV-A, LP 1 LETTERMAN DR., BLDG D, SUITE DM-900 SAN FRANCISCO, CA 94129 |
X | |||
|
Column Group IV, LP 1 LETTERMAN DR., BLDG D, SUITE DM-900 SAN FRANCISCO, CA 94129 |
X | |||
|
Column Group Opportunity III, LP 1 LETTERMAN DR., BLDG D, SUITE DM-900 SAN FRANCISCO, CA 94129 |
X | |||
|
Column Group Opportunity III GP, LP 1 LETTERMAN DR., BLDG D, SUITE DM-900 SAN FRANCISCO, CA 94129 |
X | |||
|
TCG Opportunity III GP, LLC 1 LETTERMAN DR., BLDG D, SUITE DM-900 SAN FRANCISCO, CA 94129 |
X | |||
|
Kutzkey Tim 1 LETTERMAN DR., BLDG D, SUITE DM-900 SAN FRANCISCO, CA 94129 |
X | |||
|
Svennilson Peter 1 LETTERMAN DR., BLDG D, SUITE DM-900 SAN FRANCISCO, CA 94129 |
X | |||
| /s/ The Column Group IV GP, LP, /s/ James Evangelista, Attorney-in-Fact | 02/09/2026 | |
| **Signature of Reporting Person | Date | |
| /s/ The Column Group IV-A, LP. by The Column Group IV GP, LP, its general partner, /s/ James Evangelista, Attorney-in-Fact | 02/09/2026 | |
| **Signature of Reporting Person | Date | |
| /s/ The Column Group IV, LP by The Column Group IV GP, LP, its general partner /s/ James Evangelista, Attorney-in-Fact | 02/09/2026 | |
| **Signature of Reporting Person | Date | |
| /s/ The Column Group Opportunity III, LP, by The Column Group Opportunity GP, LP its general partner, by TCG Opportunity III GP, LLC, its general partner, /s/ James Evangelista, Attorney-in-Fact | 02/09/2026 | |
| **Signature of Reporting Person | Date | |
| /s/ The Column Group Opportunity III GP, LP., by TCG Opportunity III GP, LLC, its general partner, /s/ James Evangelista, Attorney-in-Fact | 02/09/2026 | |
| **Signature of Reporting Person | Date | |
| /s/ TCG Opportunity III GP, LLC, /s/ James Evangelista, Attorney-in-Fact | 02/09/2026 | |
| **Signature of Reporting Person | Date | |
| /s/James Evangelista, as attorney-in-fact for Tim Kutzkey | 02/09/2026 | |
| **Signature of Reporting Person | Date | |
| /s/James Evangelista, as attorney-in-fact for Peter Svennilson | 02/09/2026 | |
| **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) | Immediately prior to the closing of the Issuer's initial public offering of its Common Stock, each share of Series A Preferred Stock, Series A-1 Preferred Stock, Series B-1 Preferred Stock, Series C Preferred Stock, Series C-1 Preferred Stock and Series D Preferred Stock automatically converted into approximately 0.1340878 shares of the Issuer's Common Stock and has no expiration date |
| (2) | The shares are directly held by The Column Group IV, LP ("TCG IV LP"). The Column Group IV GP, LP ("TCG IV GP LP") is the general partner of TCG IV LP and may be deemed to have voting and investment power with respect to shares directly held by TCG IV LP. Peter Svennilson and Tim Kutzkey are the managing partners of TCG IV GP LP and may each be deemed to share voting, investment and dispositive power with respect to securities directly held by TCG IV LP. Each of the Reporting Persons disclaims beneficial ownership of the securities noted herein, except to the extent of its or his pecuniary interest therein. |
| (3) | The shares are directly held by The Column Group IV-A, LP ("TCG IV-A LP"). TCG IV GP LP is the general partner of the TCG IV-A LP and may be deemed to have voting and investment power with respect to shares directly held by the Reporting Person. Peter Svennilson and Tim Kutzkey are the managing partners of TCG IV GP LP and may each be deemed to share voting, investment and dispositive power with respect to securities directly held by TCG IV-A LP. Each of the Reporting Persons disclaims beneficial ownership of the securities noted herein, except to the extent of its or his pecuniary interest therein. |
| (4) | The securities are directly held by The Column Group Opportunity III, LP ("TCG Opportunity III LP"). The Column Group Opportunity III GP, LP ("TCG Opportunity III GP LP") is the general partner of TCG Opportunity III LP. TCG Opportunity III GP, LLC is the general partner of TCG Opportunity III GP LP and the ultimate general partner of TCG Opportunity III LP. Each of TCG Opportunity III GP LP and TCG Opportunity III GP, LLC may be deemed to have voting, investment and dispositive power with respect to securities directly held by TCG Opportunity III LP. Peter Svennilson and Tim Kutzkey are the managing members of TCG Opportunity III GP, LLC and may each be deemed to share voting, investment and dispositive power with respect to securities directly held by TCG Opportunity III LP. Each of the Reporting Persons disclaims beneficial ownership of the securities noted herein, except to the extent of its or his pecuniary interest therein. |