0001209191-21-039647.txt : 20210610 0001209191-21-039647.hdr.sgml : 20210610 20210610191229 ACCESSION NUMBER: 0001209191-21-039647 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210610 FILED AS OF DATE: 20210610 DATE AS OF CHANGE: 20210610 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lichter Jay CENTRAL INDEX KEY: 0001376355 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40475 FILM NUMBER: 211009505 MAIL ADDRESS: STREET 1: C/O ARATANA THERAPEUTICS, INC. STREET 2: 11400 TOMAHAWK CREEK PARKWAY, SUITE 340 CITY: LEAWOOD STATE: KS ZIP: 66211 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Janux Therapeutics, Inc. CENTRAL INDEX KEY: 0001817713 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 822289112 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 11099 TORREY PINES PARK ROAD CITY: SAN DIEGO STATE: CA ZIP: 92037 BUSINESS PHONE: 858-750-4700 MAIL ADDRESS: STREET 1: 11099 TORREY PINES PARK ROAD CITY: SAN DIEGO STATE: CA ZIP: 92037 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-06-10 0 0001817713 Janux Therapeutics, Inc. JANX 0001376355 Lichter Jay C/O JANUX THERAPEUTICS, INC. 11099 N. TORREY PINES ROAD, SUITE 290 LA JOLLA CA 92037 1 0 1 0 Common Stock 192150 I See footnote Series Seed Convertible Preferred Stock Common Stock 1138665 I See footnote Series Seed 2 Convertible Preferred Stock Common Stock 2382191 I See footnote Series A Convertible Preferred Stock Common Stock 3371054 I See footnote Series B Convertible Preferred Stock Common Stock 1153238 I See footnote Shares are held as follows: (i) 192,150 shares of Common Stock held by Avalon Ventures XI, L.P. (Avalon Ventures) (ii) 1,138,665 shares of common stock issuable upon conversion of Series Seed Convertible Preferred Stock held by Avalon Ventures, (iii) 2,382,191 shares of common stock issuable upon conversion of Series Seed 2 Convertible Preferred Stock held by Avalon Ventures, (iv) 674,211 shares of common stock issuable upon conversion of Series A Convertible Preferred Stock held by Avalon Ventures, (v) 2,696,843 shares of common stock issuable upon conversion of Series A Convertible Preferred Stock held by Avalon BioVentures SPV I, LP (ABV SPV) and (vi) 1,153,238 shares of common stock issuable upon conversion of Series B Convertible Preferred Stock held by ABV SPV. Avalon Ventures XI GP LLC (Avalon XI GP) is general partner of Avalon Ventures and may be deemed to have voting and investment power with respect to the shares held by Avalon Ventures. ABV SPV I GP LLC (ABV GP) is a general partner of ABV SPV and may be deemed to have voting and investment power with respect to the shares held by ABV SPV and as a result may be deemed to have beneficial ownership of such shares. Dr. Lichter is a managing member of Avalon XI GP and shares voting and investment power with respect to the shares held by Avalon Ventures and ABV SPV. Dr. Lichter disclaims beneficial ownership of all shares held by Avalon Ventures and ABV SPV except to the extent of his actual pecuniary interest therein, if any. Each share of Series Seed Convertible Preferred Stock, Series Seed 2 Convertible Preferred Stock, Series A Convertible Preferred Stock and Series B Convertible Preferred Stock (collectively, the "Preferred Stock") is convertible into 1.281 shares of Common Stock upon the closing of the Issuer's initial public offering without payment of further consideration. Share numbers give effect to such conversion. The Preferred Stock has no expiration date. /s/ Tighe Reardon, Attorney-in-Fact 2021-06-10 EX-24.3_991977 2 poa.txt POA DOCUMENT POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Andrew Meyer, Maria Dobek and Tighe Reardon of Janux Therapeutics, Inc. (the "Company"), signing individually, the undersigned's true and lawful attorney-in-fact and agent to: (1) execute for and on behalf of the undersigned, an officer, director or holder of 10% of more of a registered class of securities of the Company, Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") and the rules thereunder; (2) do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute such Form 3, 4 or 5, complete and execute any amendment or amendments thereto, and timely file such forms or amendments with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any nature whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that each of the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act. This Power of Attorney shall remain in full force and effect until the earliest to occur of (a) the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, (b) revocation by the undersigned in a signed writing delivered to the foregoing attorney-in-fact or (c) until such attorney-in-fact shall no longer be employed by the Company. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 1st day of June, 2021. /s/ Jay Lichter, Ph.D.