0000950170-23-032871.txt : 20230713
0000950170-23-032871.hdr.sgml : 20230713
20230713171530
ACCESSION NUMBER: 0000950170-23-032871
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230711
FILED AS OF DATE: 20230713
DATE AS OF CHANGE: 20230713
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: AFEYAN NOUBAR
CENTRAL INDEX KEY: 0001222012
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38473
FILM NUMBER: 231087406
MAIL ADDRESS:
STREET 1: C/O FLAGSHIP PIONEERING, INC.
STREET 2: 55 CAMBRIDGE PARKWAY, SUITE 800E
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Flagship Pioneering Inc.
CENTRAL INDEX KEY: 0001400240
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38473
FILM NUMBER: 231087409
BUSINESS ADDRESS:
STREET 1: 55 CAMBRIDGE PARKWAY, SUITE 800E
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
BUSINESS PHONE: 617 868-1888
MAIL ADDRESS:
STREET 1: 55 CAMBRIDGE PARKWAY, SUITE 800E
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
FORMER NAME:
FORMER CONFORMED NAME: Flagship Ventures Management, Inc.
DATE OF NAME CHANGE: 20070522
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Flagship Ventures Fund IV, L.P.
CENTRAL INDEX KEY: 0001503559
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38473
FILM NUMBER: 231087412
BUSINESS ADDRESS:
STREET 1: 55 CAMBRIDGE PARKWAY, 8TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
BUSINESS PHONE: 617-868-1888
MAIL ADDRESS:
STREET 1: 55 CAMBRIDGE PARKWAY, 8TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Flagship Ventures Fund IV General Partner LLC
CENTRAL INDEX KEY: 0001508051
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38473
FILM NUMBER: 231087413
BUSINESS ADDRESS:
STREET 1: 55 CAMBRIDGE PARKWAY, SUITE 800E
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
BUSINESS PHONE: 617-868-1888
MAIL ADDRESS:
STREET 1: 55 CAMBRIDGE PARKWAY, SUITE 800E
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Flagship Pioneering Fund VII General Partner LLC
CENTRAL INDEX KEY: 0001805917
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38473
FILM NUMBER: 231087408
BUSINESS ADDRESS:
STREET 1: 55 CAMBRIDGE PARKWAY
STREET 2: 8TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
BUSINESS PHONE: 617-868-1888
MAIL ADDRESS:
STREET 1: 55 CAMBRIDGE PARKWAY
STREET 2: 8TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
FORMER NAME:
FORMER CONFORMED NAME: Flagship Pioneering - Origination Fund VII General Partner LLC
DATE OF NAME CHANGE: 20200309
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Nutritional Health LTP Fund General Partner LLC
CENTRAL INDEX KEY: 0001780951
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38473
FILM NUMBER: 231087411
BUSINESS ADDRESS:
STREET 1: 55 CAMBRIDGE PARKWAY, 8TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
BUSINESS PHONE: 617-868-1888
MAIL ADDRESS:
STREET 1: 55 CAMBRIDGE PARKWAY, 8TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Nutritional Health LTP Fund, L.P.
CENTRAL INDEX KEY: 0001780956
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38473
FILM NUMBER: 231087410
BUSINESS ADDRESS:
STREET 1: 55 CAMBRIDGE PARKWAY, 8TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
BUSINESS PHONE: 617-868-1888
MAIL ADDRESS:
STREET 1: 55 CAMBRIDGE PARKWAY, 8TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Flagship Pioneering Fund VII, L.P.
CENTRAL INDEX KEY: 0001805916
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38473
FILM NUMBER: 231087407
BUSINESS ADDRESS:
STREET 1: 55 CAMBRIDGE PARKWAY
STREET 2: 8TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
BUSINESS PHONE: 617-868-1888
MAIL ADDRESS:
STREET 1: 55 CAMBRIDGE PARKWAY
STREET 2: 8TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
FORMER NAME:
FORMER CONFORMED NAME: Flagship Pioneering - Origination Fund VII, L.P.
DATE OF NAME CHANGE: 20200309
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Evelo Biosciences, Inc.
CENTRAL INDEX KEY: 0001694665
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 465594527
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 620 MEMORIAL DRIVE SUITE 500
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
BUSINESS PHONE: 617-577-0300
MAIL ADDRESS:
STREET 1: 620 MEMORIAL DRIVE SUITE 500
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
4
1
ownership.xml
4
X0407
4
2023-07-11
0001694665
Evelo Biosciences, Inc.
EVLO
0001508051
Flagship Ventures Fund IV General Partner LLC
C/O FLAGSHIP PIONEERING INC.
55 CAMBRIDGE PARKWAY, SUITE 800E
CAMBRIDGE
MA
02142
false
false
true
false
0001503559
Flagship Ventures Fund IV, L.P.
55 CAMBRIDGE PARKWAY, SUITE 800E
CAMBRIDGE
MA
02142
false
false
true
false
0001780951
Nutritional Health LTP Fund General Partner LLC
55 CAMBRIDGE PARKWAY, SUITE 800E
CAMBRIDGE
MA
02142
false
false
true
false
0001780956
Nutritional Health LTP Fund, L.P.
55 CAMBRIDGE PARKWAY, SUITE 800E
CAMBRIDGE
MA
02142
false
false
true
false
0001400240
Flagship Pioneering Inc.
55 CAMBRIDGE PARKWAY, SUITE 800E
CAMBRIDGE
MA
02142
false
false
true
false
0001805917
Flagship Pioneering Fund VII General Partner LLC
55 CAMBRIDGE PARKWAY, SUITE 800E
CAMBRIDGE
MA
02142
false
false
true
false
0001805916
Flagship Pioneering Fund VII, L.P.
55 CAMBRIDGE PARKWAY, SUITE 800E
CAMBRIDGE
MA
02142
false
false
true
false
0001222012
AFEYAN NOUBAR
55 CAMBRIDGE PARKWAY, SUITE 800E
CAMBRIDGE
MA
02142
false
false
true
false
false
Common Stock
2023-07-11
4
P
false
1082251
2.31
A
1461795
I
By Flagship Ventures Fund IV, L.P.
Common Stock
2023-07-11
4
P
false
1082251
2.31
A
1493241
I
By Nutritional Health LTP Fund, L.P.
Common Stock
2023-07-11
4
P
false
3246753
2.31
A
3931685
I
By Flagship Pioneering Fund VII, L.P.
Common Stock
94371
I
By Flagship Ventures Fund IV-Rx, L.P.
Common Stock
274766
I
By Flagship Ventures Opportunities Fund I, L.P.
Common Stock
34219
I
By Flagship VentureLabs IV LLC
Common Stock
132282
I
By Flagship VentureLabs V LLC
Common Stock
210064
I
By Flagship Ventures Fund V, L.P.
Common Stock
80494
I
By Flagship V VentureLabs Rx Fund, L.P.
Common Stock
39798
I
By Nutritional Health Side Fund, L.P.
Common Stock
179909
I
By Nutritional Health Disruptive Innovation Fund, L.P.
On July 11, 2023, Flagship Ventures Fund IV, L.P. ("Flagship Fund IV"), Nutritional Health LTP Fund, L.P. ("Nutritional LTP") and Flagship Pioneering Fund VII, L.P. ("Flagship Fund VII") acquired 1,082,251 shares, 1,082,251 shares and 3,246,753 shares, respectively, of the Issuer's Common Stock in a private placement at a price of $2.31 per share.
Shares held by Flagship Fund IV. Flagship Ventures Fund IV General Partner LLC ("Flagship Fund IV GP") is the general partner of Flagship Fund IV. Noubar B. Afeyan, Ph.D. ("Dr. Afeyan") is the sole manager of Flagship Fund IV GP. Each of the reporting persons except for Flagship Fund IV disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
Shares held by Nutritional LTP. Nutritional Health LTP Fund General Partner LLC ("Nutritional LTP GP") is the general partner of Nutritional LTP. Flagship Pioneering, Inc. ("Flagship Pioneering") is the manager of Nutritional LTP GP. Dr. Afeyan is the Chief Executive Officer, director and sole stockholder of Flagship Pioneering. Each of the reporting persons except for Nutritional LTP disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
Shares held by Flagship Fund VII. Flagship Pioneering Fund VII General Partner LLC ("Flagship Fund VII GP") is the general partner of Flagship Fund VII. Flagship Pioneering is the manager of Flagship Fund VII GP. Each of the reporting persons except for Flagship Fund VII disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
Shares held by Flagship Ventures Fund IV-Rx, L.P ("Flagship Fund IV-Rx"). Flagship Fund IV GP is the general partner of Flagship Fund IV-Rx. Each of the reporting persons except for Flagship Fund IV-Rx disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
Shares held by Flagship Ventures Opportunities Fund I, L.P. ("Flagship Opportunities I"). Flagship Ventures Opportunities Fund I General Partner LLC ("Flagship Opportunities GP") is the general partner of Flagship Opportunities I. Dr. Afeyan is the sole manager of Flagship Opportunities GP. Each of the reporting persons except for Flagship Opportunities I disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
Shares held by Flagship VentureLabs IV, LLC ("VentureLabs IV"). Flagship Fund IV is the manager of VentureLabs IV. Each of the reporting persons except for VentureLabs IV disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
Shares held by Flagship VentureLabs V LLC ("VentureLabs V"). Flagship VentureLabs V Manager LLC ("VentureLabs V Manager") serves as manager of VentureLabs V. Flagship Pioneering is the manager of VentureLabs V Manager. Each of the reporting persons except for VentureLabs V disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
Shares held by Flagship Ventures Fund V, L.P. ("Flagship Fund V"). Flagship Ventures Fund V General Partner LLC ("Flagship Fund V GP") is the general partner of Flagship Fund V. Dr. Afeyan serves as sole manager of Flagship Fund V. Each of the reporting persons except for Flagship Fund V disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
Shares held by Flagship V VentureLabs Rx Fund, L.P. ("VentureLabs Rx V"). Flagship Fund V GP is the general partner of VentureLabs Rx V. Each of the reporting persons except for VentureLabs Rx V disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
Shares held by Nutritional Health Side Fund, L.P. ("Nutritional Health Side Fund"). Flagship Fund V GP is the general partner of Nutritional Health Side Fund. Each of the reporting persons except for Nutritional Health Side Fund disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
Shares held by Nutritional Health Disruptive Innovation Fund, L.P. ("Nutritional Innovation Fund"). Flagship Fund V GP is the general partner of Nutritional Innovation Fund. Each of the reporting persons except for Nutritional Innovation Fund disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
On June 29, 2023, the Issuer effected a 1-for-20 reverse stock split of its common stock (the "Reverse Stock Split"). The share amounts reported herein have been adjusted to reflect the Reverse Stock Split.
Flagship Ventures Fund IV General Partner LLC, By: /s/ Noubar B. Afeyan, Ph.D., Name: Noubar B. Afeyan, Ph.D., Title: Manager
2023-07-13
Flagship Ventures Fund IV, L.P., By: Flagship Ventures Fund IV General Partner LLC, its general partner, By: /s/ Noubar B. Afeyan, Ph.D., Name: Noubar B. Afeyan, Ph.D., Title: Manager
2023-07-13
Nutritional Health LTP Fund General Partner LLC, By: Flagship Pioneering, Inc., its manager, By: /s/ Noubar B. Afeyan, Name: Noubar B. Afeyan, Ph.D., Title: Chief Executive Officer
2023-07-13
Nutritional Health LTP Fund, L.P., By: Nutritional Health LTP Fund General Partner LLC, its general partner, By: Flagship Pioneering, Inc., its manager, By: /s/ Noubar B. Afeyan, Name: Noubar B. Afeyan, Ph.D., Title: Chief Executive Officer
2023-07-13
Flagship Pioneering, Inc. By: /s/ Noubar B. Afeyan, Name: Noubar B. Afeyan, Ph.D., Title: Chief Executive Officer
2023-07-13
Flagship Pioneering Fund VII General Partner LLC, By: Flagship Pioneering, Inc., its manager, By: /s/ Noubar B. Afeyan, Name: Noubar B. Afeyan, Ph.D., Title: Chief Executive Officer
2023-07-13
Flagship Pioneering Fund VII, L.P., By: Flagship Pioneering Fund VII General Partner LLC, its general partner, By: Flagship Pioneering, Inc., its manager, By: /s/ Noubar B. Afeyan, Name: Noubar B. Afeyan, Ph.D., Title: Chief Executive Officer
2023-07-13
Noubar B. Afeyan, Ph.D. By: /s/ Noubar B. Afeyan, Ph.D.
2023-07-13