| 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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 09/27/2018 |
3. Issuer Name and Ticker or Trading Symbol
Gritstone Oncology, Inc. [ GRTS ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 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) |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 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 Convertible Preferred Stock | (1) | (2) | Common Stock | 2,173,912 | (1) | D(3) | |
| Series B Convertible Preferred Stock | (1) | (2) | Common Stock | 929,022 | (1) | D(3) | |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. The shares of the Issuer's Preferred Stock automatically convert into shares of the Issuer's Common Stock, for no additional consideration, on a 1:1 basis immediately prior to the consummation of the Issuer's initial public offering. |
| 2. The expiration date is not relevant to the conversion of these securities. |
| 3. The shares are directly held by The Column Group II, LP and indirectly held by The Column Group II GP, LP, the general partner of The Column Group II, LP. The managing partners of The Column Group II GP, LP are David Goeddel and Peter Svennilson. The managing partners of The Column Group II GP, LP may be deemed to have shared voting and investment power with respect to the shares. Each individual managing partner disclaims beneficial ownership of the shares except to the extent of his pecuniary interest therein. |
| /s/ Jennifer J. Carlson, Attorney-in-Fact | 09/27/2018 | |
| ** 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||
Power of Attorney
The undersigned, a managing partner of The Column Group II, LP, hereby constitutes and appoints each of Gary A. Jungels,
Jennifer Brake, Jennifer J. Carlson and Leslie Schmidt, for so long as they are affiliated with a law firm representing The Column Group, LLC, the undersigned’s true and lawful attorney-in-fact, each with the power to act alone for the
undersigned and in the undersigned’s name, place and stead, to:
| 1. |
Prepare, complete and execute an SEC Form ID required by Sections 13(a) and 23(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder, and any and all amendments thereto, and any other documents necessary or
appropriate in order to obtain EDGAR access codes, and to file or cause to be filed the same with the Securities and Exchange Commission as may be required or advisable;
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| 2. |
Prepare, complete and execute Forms 3, 4 and 5 under the Exchange Act and other forms and all amendments thereto on the undersigned’s behalf as such
attorney-in-fact shall in his or her discretion determine to be required or advisable pursuant to Section 16 or Section 13 of the Exchange Act and the rules and regulations promulgated thereunder, or any successor laws and
regulations, as a consequence of the undersigned’s beneficial ownership of securities or changes in such beneficial ownership; and
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| 3. |
Do all acts necessary in order to file such forms and amendments with the Securities and Exchange Commission, any securities exchange or national association and
such other persons or agencies as the attorney-in-fact shall deem appropriate.
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The undersigned hereby ratifies and confirms all that said attorneys-in-fact and agents shall do or cause to be done by
virtue hereof. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming any of the undersigned’s responsibilities to comply with or liability under
Section 16 or Section 13 of the Exchange Act or any rules and regulations promulgated thereunder or any successor laws and regulations.
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 or such other forms and amendments thereto pursuant to Section 16 or Section 13 of the Exchange Act with respect to the undersigned’s beneficial ownership of securities or changes in such beneficial ownership, unless earlier revoked by the
undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
The undersigned has executed this Power of Attorney as of March 9, 2018.
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/s/ Peter Svennilson
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Peter Svennilson
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Power of Attorney
The undersigned, a managing partner of The Column Group II, LP, hereby constitutes and appoints each of Gary A. Jungels, Jennifer
Brake, Jennifer J. Carlson and Leslie Schmidt, for so long as they are affiliated with a law firm representing The Column Group, LLC, the undersigned’s true and lawful attorney-in-fact, each with the power to act alone for the undersigned and in
the undersigned’s name, place and stead, to:
| 1. |
Prepare, complete and execute an SEC Form ID required by Sections 13(a) and 23(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder, and any and all amendments thereto, and any other documents necessary or appropriate
in order to obtain EDGAR access codes, and to file or cause to be filed the same with the Securities and Exchange Commission as may be required or advisable;
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| 2. |
Prepare, complete and execute Forms 3, 4 and 5 under the Exchange Act and other forms and all amendments thereto on the undersigned’s behalf as such
attorney-in-fact shall in his or her discretion determine to be required or advisable pursuant to Section 16 or Section 13 of the Exchange Act and the rules and regulations promulgated thereunder, or any successor laws and
regulations, as a consequence of the undersigned’s beneficial ownership of securities or changes in such beneficial ownership; and
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| 3. |
Do all acts necessary in order to file such forms and amendments with the Securities and Exchange Commission, any securities exchange or national association and
such other persons or agencies as the attorney-in-fact shall deem appropriate.
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The undersigned hereby ratifies and confirms all that said attorneys-in-fact and agents shall do or cause to be done by virtue
hereof. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming any of the undersigned’s responsibilities to comply with or liability under Section 16 or
Section 13 of the Exchange Act or any rules and regulations promulgated thereunder or any successor laws and regulations.
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
or such other forms and amendments thereto pursuant to Section 16 or Section 13 of the Exchange Act with respect to the undersigned’s beneficial ownership of securities or changes in such beneficial ownership, unless earlier revoked by the
undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
The undersigned has executed this Power of Attorney as of March 7, 2018.
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/s/ David Goeddel
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David Goeddel
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Power of Attorney
The undersigned, a managing partner of The Column Group II, LP, hereby constitutes and appoints each of Gary A. Jungels, Jennifer
J. Carlson and Cathy Franczyk, for so long as they are affiliated with a law firm representing The Column Group, LLC, the undersigned’s true and lawful attorney-in-fact, each with the power to act alone for the undersigned and in the
undersigned’s name, place and stead, to:
| 1. |
Prepare, complete and execute an SEC Form ID required by Sections 13(a) and 23(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder, and any and all amendments thereto, and any other documents necessary or appropriate
in order to obtain EDGAR access codes, and to file or cause to be filed the same with the Securities and Exchange Commission as may be required or advisable;
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| 2. |
Prepare, complete and execute Forms 3, 4 and 5 under the Exchange Act and other forms and all amendments thereto on the undersigned’s behalf as such
attorney-in-fact shall in his or her discretion determine to be required or advisable pursuant to Section 16 or Section 13 of the Exchange Act and the rules and regulations promulgated thereunder, or any successor laws and
regulations, as a consequence of the undersigned’s beneficial ownership of securities or changes in such beneficial ownership; and
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| 3. |
Do all acts necessary in order to file such forms and amendments with the Securities and Exchange Commission, any securities exchange or national association and
such other persons or agencies as the attorney-in-fact shall deem appropriate.
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The undersigned hereby ratifies and confirms all that said attorneys-in-fact and agents shall do or cause to be done by virtue
hereof. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming any of the undersigned’s responsibilities to comply with or liability under Section 16 or
Section 13 of the Exchange Act or any rules and regulations promulgated thereunder or any successor laws and regulations.
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
or such other forms and amendments thereto pursuant to Section 16 or Section 13 of the Exchange Act with respect to the undersigned’s beneficial ownership of securities or changes in such beneficial ownership, unless earlier revoked by the
undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
The undersigned has executed this Power of Attorney as of June 11, 2015.
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/s/ Peter Svennilson
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Managing Partner
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Peter Svennilson
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Power of Attorney
The undersigned, a managing partner of The Column Group II GP, LP, hereby constitutes and appoints each of Gary A. Jungels,
Jennifer J. Carlson and Cathy Franczyk, for so long as they are affiliated with a law firm representing The Column Group, LLC, the undersigned’s true and lawful attorney-in-fact, each with the power to act alone for the undersigned and in the
undersigned’s name, place and stead, to:
| 1. |
Prepare, complete and execute an SEC Form ID required by Sections 13(a) and 23(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder, and any and all amendments thereto, and any other documents necessary or appropriate
in order to obtain EDGAR access codes, and to file or cause to be filed the same with the Securities and Exchange Commission as may be required or advisable;
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| 2. |
Prepare, complete and execute Forms 3, 4 and 5 under the Exchange Act and other forms and all amendments thereto on the undersigned’s behalf as such
attorney-in-fact shall in his or her discretion determine to be required or advisable pursuant to Section 16 or Section 13 of the Exchange Act and the rules and regulations promulgated thereunder, or any successor laws and
regulations, as a consequence of the undersigned’s beneficial ownership of securities or changes in such beneficial ownership; and
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| 3. |
Do all acts necessary in order to file such forms and amendments with the Securities and Exchange Commission, any securities exchange or national association and
such other persons or agencies as the attorney-in-fact shall deem appropriate.
|
The undersigned hereby ratifies and confirms all that said attorneys-in-fact and agents shall do or cause to be done by virtue
hereof. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming any of the undersigned’s responsibilities to comply with or liability under Section 16 or
Section 13 of the Exchange Act or any rules and regulations promulgated thereunder or any successor laws and regulations.
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
or such other forms and amendments thereto pursuant to Section 16 or Section 13 of the Exchange Act with respect to the undersigned’s beneficial ownership of securities or changes in such beneficial ownership, unless earlier revoked by the
undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
The undersigned has executed this Power of Attorney as of June 11, 2015.
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/s/ Peter Svennilson
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Managing Partner
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