X0206 3 2020-10-28 0 0001800315 Galecto Inc. GLTO 0001055951 ORBIMED ADVISORS LLC 601 LEXINGTON AVENUE 54TH FLOOR NEW YORK NY 10022-4629 1 0 1 0 0001682093 OrbiMed Advisors Israel II Ltd 89 MEDINAT HAYEHUDIM ST., BUILDING E HERZLIYA L3 4614001 ISRAEL 1 0 1 0 0001682090 OrbiMed Israel GP II, L.P. 89 MEDINAT HAYEHUDIM ST., BUILDING E HERZLIYA L3 4614001 ISRAEL 1 0 1 0 0001760648 OrbiMed Capital GP VII LLC 601 LEXINGTON AVENUE 54TH FLOOR NEW YORK NY 10022-4629 1 0 1 0 0001808744 OrbiMed Genesis GP LLC 601 LEXINGTON AVENUE 54TH FLOOR NEW YORK NY 1 0 1 0 Series C-2 Preferred Stock Common Stock 759110 I See footnotes Series C-2 Preferred Stock Common Stock 303645 I See footnotes Series C-4 Preferred Stock Common Stock 708504 I See footnotes Series C-4 Preferred Stock Common Stock 283402 I See footnotes Series C-5 Preferred Stock Common Stock 202428 I See footnotes Series C-5 Preferred Stock Common Stock 80972 I See footnotes Series D Preferred Stock Common Stock 385782 I See footnotes Series D Preferred Stock Common Stock 154292 I See footnotes Series D Preferred Stock Common Stock 191787 I See footnotes The Series C-2 Preferred Stock, Series C-4 Preferred Stock, Series C-5 Preferred Stock, and Series D Preferred Stock (collectively, the "Preferred Stock") is convertible into Common Stock at a ratio of 2.59970:1 into the number of shares of Common Stock as shown in Column 3 at any time at the holder's election, and automatically upon the closing of the Issuer's initial public offering without payment of additional consideration. The Preferred Stock has no expiration date. These securities are held of record by OrbiMed Private Investments VII, LP ("OPI VII"). OrbiMed Capital GP VII LLC ("GP VII") is the general partner of OPI VII and OrbiMed Advisors LLC ("OrbiMed Advisors") is the managing member of GP VII. By virtue of such relationships, GP VII and OrbiMed Advisors may be deemed to have voting and investment power over the securities held by OPI VII and as a result may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises its investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and Jonathan T. Silverstein, each of whom disclaims beneficial ownership of the securities held by OPI VII. This report on Form 3 is jointly filed by OrbiMed Advisors, GP VII, OrbiMed Advisors Israel II Limited ("OrbiMed Limited"), OrbiMed Israel GP II, L.P. ("OrbiMed Israel"), and OrbiMed Genesis GP LLC ("Genesis GP"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. The Reporting Persons have designated a representative, Chau Khuong, an employee of OrbiMed Advisors, to serve on the Issuer's board of directors. This report shall not be deemed an admission that any of the reporting persons is a beneficial owner of such securities for the purposes of Section 16 of the Exchange Act, or for any other purposes. These securities are held of record by OrbiMed Israel Partners II, L.P. ("OIP II"). OrbiMed Israel is the general partner of OIP II, and OrbiMed Limited is the managing member of OrbiMed Israel. By virtue of such relationships, OrbiMed Israel and OrbiMed Limited may be deemed to have voting and investment power over the securities held by OIP II and as a result may be deemed to have beneficial ownership over such securities. OrbiMed Limited exercises its investment and voting power through a management committee comprised of Carl L. Gordon, Jonathan Silverstein, Nissim Darvish, Anat Naschitz, and Erez Chimovits, each of whom disclaims beneficial ownership of the securities held by OIP II. These securities are held of record by OrbiMed Genesis Master Fund, L.P. ("Genesis Master Fund"). Genesis GP is the general partner of Genesis Master Fund and OrbiMed Advisors is the managing member of Genesis GP. By virtue of such relationships, Genesis GP and OrbiMed Advisors may be deemed to have voting and investment power over the securities held by Genesis Master Fund and as a result may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises its investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and Jonathan T. Silverstein, each of whom disclaims beneficial ownership of the securities held by Genesis Master Fund. /s/ Carl Gordon, Member of OrbiMed Advisors LLC 2020-10-28 /s/ Carl Gordon, Member of the Managing Member of OrbiMed Capital GP VII LLC 2020-10-28 /s/ Carl Gordon, Member of the Managing Member of OrbiMed Genesis GP LLC 2020-10-28 /s/ Carl Gordon, Director of OrbiMed Advisors Israel II Limited 2020-10-28 /s/ Carl Gordon, Member of the General Partner of OrbiMed Israel GP II, L.P. 2020-10-28