SEC FORM 3

SEC Form 3

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^*

Bolzon Bradley J PhD

(Last)

(First)

(Middle)

C/O BLACK DIAMOND THERAPEUTICS, INC.

139 MAIN STREET

(Street)

CAMBRIDGE

02142

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/29/2020

3. Issuer Name and Ticker or Trading Symbol
Black Diamond Therapeutics, Inc. [ BDTX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
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)
Common Stock	331,585	I	See footnote⁽¹⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Series A Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	4,973,787	⁽²⁾	I	See footnote⁽¹⁾
Series A Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	380,817	⁽²⁾	I	See footnote⁽³⁾
Series A Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	1,277,111	⁽²⁾	I	See footnote⁽⁴⁾
Series B Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	653,412	⁽⁵⁾	I	See footnote⁽¹⁾
Series B Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	150,085	⁽⁵⁾	I	See footnote⁽³⁾
Series B Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	503,327	⁽⁵⁾	I	See footnote⁽⁴⁾
Series C Preferred Stock	⁽⁶⁾	⁽⁶⁾	Common Stock	810,522	⁽⁶⁾	I	See footnote⁽⁷⁾
Series C Preferred Stock	⁽⁶⁾	⁽⁶⁾	Common Stock	454,548	⁽⁶⁾	I	See footnote⁽¹⁾
Series C Preferred Stock	⁽⁶⁾	⁽⁶⁾	Common Stock	104,407	⁽⁶⁾	I	See footnote⁽³⁾
Series C Preferred Stock	⁽⁶⁾	⁽⁶⁾	Common Stock	350,141	⁽⁶⁾	I	See footnote⁽⁴⁾

Explanation of Responses:

1. Shares held by Versant Venture Capital VI, L.P. ("Versant VI"). The Reporting Person may be deemed to beneficially own indirectly (i) 331,585 shares of Common Stock, (ii) 4,973,787 shares of Series A Preferred Stock, (iii) 653,412 shares of Series B Preferred Stock and (iv) 454,548 shares of Series C Preferred Stock by reason of the Reporting Person is a managing member of Versant Ventures VI GP-GP, LLC ("Versant Ventures VI GP-GP"), the general partner of Versant Ventures VI GP, L.P. ("Versant Ventures VI GP"), the general partner of Versant VI. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person, as applicable, is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or for any other purpose.

2. Each share of Series A Preferred Stock is convertible into shares of the Issuer's Common Stock on a one-for-3.01581 basis. Upon the closing of the Issuer's initial public offering, all shares of Series A Preferred Stock will convert into the number of shares of Common Stock of the Issuer shown in column 3. The Series A Preferred Stock has no expiration date.

3. Shares held by Versant Voyageurs I Parallel, L.P. ("Versant I Parallel"). The Reporting Person may be deemed to beneficially own indirectly (i) 380,817 shares of Series A Preferred Stock, (ii) 150,085 shares of Series B Preferred Stock and (iii) 104,407 shares of Series C Preferred Stock by reason of the Reporting Person is a managing member of Versant Ventures VI GP-GP, the general partner of Versant Ventures VI GP, the general partner of Versant Voyageurs I GP, L.P. ("Versant Voyageurs I GP LP"), the general partner of Versant I Parallel. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person, as applicable, is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16.

4. Shares held by Versant Voyageurs I, L.P.("Versant Voyageurs I"). The Reporting Person may be deemed to beneficially own indirectly (i) 1,277,111 shares of Series A Preferred Stock, (ii) 503,327 shares of Series B Preferred Stock and (iii) 350,141 shares of Series C Preferred Stock by reason of the Reporting Person has a beneficial interest in Versant Voyageurs I GP Company, the general partner of Versant Voyageurs I. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person, as applicable, is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16.

5. Each share of Series B Preferred Stock is convertible into shares of the Issuer's Common Stock on a one-for-3.01581 basis. Upon the closing of the Issuer's initial public offering, all shares of Series B Preferred Stock will convert into the number of shares of Common Stock of the Issuer shown in column 3. The Series B Preferred Stock has no expiration date.

6. Each share of Series C Preferred Stock is convertible into shares of the Issuer's Common Stock on a one-for-3.01581 basis. Upon the closing of the Issuer's initial public offering, all shares of Series C Preferred Stock will convert into the number of shares of Common Stock of the Issuer shown in column 3. The Series C Preferred Stock has no expiration date.

7. Shares held by Versant Vantage I, L.P. ("Versant Vantage I"). The Reporting Person may be deemed to beneficially own indirectly 810,522 shares of Series C Preferred Stock by reason of the Reporting Person is a managing member of Versant Vantage I GP-GP, LLC, the general partner of Versant Vantage I GP, LP, the general partner of Versant Vantage I. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person, as applicable, is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Brent Hatzis-Schoch, as Attorney-in-Fact	01/29/2020
	** 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).
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