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
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Frazier Healthcare VI, L.P.

(Last) (First) (Middle)
601 UNION STREET, SUITE 3200

(Street)
SEATTLE WA 98101

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
02/14/2017
3. Issuer Name and Ticker or Trading Symbol
Sierra Oncology, Inc. [ SRRA ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 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)
Form filed by One Reporting Person
X 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 2,186,195 D(1)
Common Stock 5,925,926 D(2)
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)
Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Frazier Healthcare VI, L.P.

(Last) (First) (Middle)
601 UNION STREET, SUITE 3200

(Street)
SEATTLE WA 98101

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
FHM VI, L.P.

(Last) (First) (Middle)
601 UNION STREET, SUITE 3200

(Street)
SEATTLE WA 98101

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
FHM VI, L.L.C.

(Last) (First) (Middle)
601 UNION STREET, SUITE 3200

(Street)
SEATTLE WA 98101

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Frazier Life Sciences VIII, L.P.

(Last) (First) (Middle)
601 UNION STREET, SUITE 3200

(Street)
SEATTLE WA 98101

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
FHM LIFE SCIENCES VIII, L.P.

(Last) (First) (Middle)
601 UNION STREET, SUITE 3200

(Street)
SEATTLE WA 98101

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
FHM LIFE SCIENCES VIII, L.L.C.

(Last) (First) (Middle)
601 UNION STREET, SUITE 3200

(Street)
SEATTLE WA 98101

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
FRAZIER ALAN D

(Last) (First) (Middle)
601 UNION STREET, SUITE 3200

(Street)
SEATTLE WA 98101

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Naini Nader J

(Last) (First) (Middle)
601 UNION STREET, SUITE 3200

(Street)
SEATTLE WA 98101

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Every Nathan R

(Last) (First) (Middle)
601 UNION STREET, SUITE 3200

(Street)
SEATTLE WA 98101

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Heron Patrick J

(Last) (First) (Middle)
601 UNION STREET, SUITE 3200

(Street)
SEATTLE WA 98101

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Represents shares held by Frazier Healthcare VI, L.P., an affiliate of Frazier Healthcare Partners. Each of the Reporting Persons disclaims beneficial ownership of the shares except to the extent of their pecuniary interest therein, if any.
2. Represents shares held by Frazier Life Sciences VIII, L.P., an affiliate of Frazier Healthcare Partners. Each of the Reporting Persons disclaims beneficial ownership of the shares except to the extent of their pecuniary interest therein, if any.
Remarks:
This statement is filed by: (i) Frazier Healthcare VI, L.P. ("Frazier VI") and Frazier Life Sciences VIII, L.P. ("Frazier VIII"), each a Delaware limited partnership and direct owners of the shares of Common Stock (together, the "Shares"); (ii) FHM VI, L.P., a Delaware limited partnership and general partner to Frazier VI; FHM VI, LLC a Delaware limited liability company and general partner of FHM VI, L.P.; FHM Life Sciences VIII, L.P., a Delaware limited partnership and general partner to Frazier VIII; and FHM Life Sciences VIII, LLC, a Delaware limited liability company and general partner of FHM Life Sciences VIII, L.P.;and (iii) Alan Frazier, Nader Naini, Nathan Every and Patrick Heron, each of who are members of FHM VI, LLC and may be deemed to share voting and investment power with respect to shares held by Frazier VI and Patrick Heron, who is a member of FHM Life Sciences VIII, LLC and may be deemed to share voting and investment power with respect to shares held by Frazier VIII.
/s/ Frazier Healthcare VI, L.P. by Steve R. Bailey, Attorney-in-Fact 02/24/2017
/s/ FHM VI, L.P. by Steve R. Bailey, Attorney-in-Fact 02/24/2017
/s/ FHM VI, L.L.C. by Steve R. Bailey, Attorney-in-Fact 02/24/2017
/s/ Frazier Life Sciences VIII, L.P. by Steve R. Bailey, Attorney-in-Fact 02/24/2017
/s/ FHM Life Sciences VIII, L.P. by Steve R. Bailey, Attorney-in-Fact 02/24/2017
/s/ FHM Life Sciences VIII, L.L.C. by Steve R. Bailey, Attorney-in-Fact 02/24/2017
/s/ Alan Frazier by Steve R. Bailey, Attorney-in-Fact 02/24/2017
/s/ Nader Naini by Steve R. Bailey, Attorney-in-Fact 02/24/2017
/s/ Nathan Every by Steve R. Bailey, Attorney-in-Fact 02/24/2017
/s/ Patrick Heron by Steve R. Bailey, Attorney-in-Fact 02/24/2017
** 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.