0001209191-23-054273.txt : 20231102 0001209191-23-054273.hdr.sgml : 20231102 20231102213659 ACCESSION NUMBER: 0001209191-23-054273 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20231102 FILED AS OF DATE: 20231102 DATE AS OF CHANGE: 20231102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ENRIGHT PATRICK G CENTRAL INDEX KEY: 0001253886 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41855 FILM NUMBER: 231374320 MAIL ADDRESS: STREET 1: CO LONGITUDE CAPITAL PARTNERS LLC STREET 2: 800 EL CAMINO REAL, SUITE 220 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Tammenoms Bakker Juliet CENTRAL INDEX KEY: 0001431159 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41855 FILM NUMBER: 231374321 MAIL ADDRESS: STREET 1: LONGITUDE CAPITAL MANAGEMENT CO., LLC STREET 2: 800 EL CAMINO REAL, SUITE 220 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Longitude Venture Partners IV, L.P. CENTRAL INDEX KEY: 0001787456 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41855 FILM NUMBER: 231374322 BUSINESS ADDRESS: STREET 1: 2740 SAND HILL ROAD STREET 2: 2ND FLOOR CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 854-5700 MAIL ADDRESS: STREET 1: 2740 SAND HILL ROAD STREET 2: 2ND FLOOR CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Longitude Capital Partners IV, LLC CENTRAL INDEX KEY: 0001829169 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41855 FILM NUMBER: 231374323 BUSINESS ADDRESS: STREET 1: 2740 SAND HILL ROAD STREET 2: 2ND FLOOR CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-854-5700 MAIL ADDRESS: STREET 1: 2740 SAND HILL ROAD STREET 2: 2ND FLOOR CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Lexeo Therapeutics, Inc. CENTRAL INDEX KEY: 0001907108 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 430 E. 29TH STREET STREET 2: FLOOR 14 CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: (212) 547-9879 MAIL ADDRESS: STREET 1: 430 E. 29TH STREET STREET 2: FLOOR 14 CITY: NEW YORK STATE: NY ZIP: 10016 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2023-11-02 0 0001907108 Lexeo Therapeutics, Inc. LXEO 0001829169 Longitude Capital Partners IV, LLC 2740 SAND HILL ROAD 2ND FLOOR MENLO PARK CA 94025 0 0 1 0 0001787456 Longitude Venture Partners IV, L.P. 2740 SAND HILL ROAD 2ND FLOOR MENLO PARK CA 0 0 1 0 0001431159 Tammenoms Bakker Juliet C/O LONGITUDE CAPITAL 2740 SAND HILL ROAD, 2ND FLOOR MENLO PARK CA 94025 0 0 1 0 0001253886 ENRIGHT PATRICK G C/O LONGITUDE CAPITAL 2740 SAND HILL ROAD, 2ND FLOOR MENLO PARK CA 94025 0 0 1 0 Series A convertible preferred stock Common Stock 1793429 I By Longitude Venture Partners IV, L.P. Series B convertible preferred stock Common Stock 274314 I By Longitude Venture Partners IV, L.P. Each share of Series A convertible preferred stock is convertible into Common Stock on a 1-for-10.594230 basis at any time at the Reporting Person's election, and automatically upon the closing of the Issuer's initial public offering without payment or further consideration. The shares have no expiration date. These shares are held by Longitude Venture Partners IV, L.P ("LVP IV"). Longitude Capital Partners IV, LLC ("LCP IV") is the general partner of LVP IV and may be deemed to have voting and dispositive power over the shares held by LVP IV. Mr. Enright and Ms. Tammenoms Bakker are managing members of LCP IV and may be deemed to share voting and dispositive power with respect to the shares held by LVP IV. Each of LCP IV, Mr. Enright and Ms. Tammenoms Bakker disclaims beneficial ownership of such shares and this report shall not be deemed an admission that any of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein. Each share of Series B convertible preferred stock is convertible into Common Stock on a 1-for-10.594230 basis at any time at the Reporting Person's election, and automatically upon the closing of the Issuer's initial public offering without payment or further consideration. Excludes shares of Common Stock issuable upon the closing of the Issuer's initial public offering pursuant to anti-dilution adjustment provisions of the Series B convertible preferred stock. The shares have no expiration date. Longitude Capital Partners IV, LLC By: /s/ Cristiana Blauth Oliveira , Authorized Signatory 2023-11-02 Longitude Venture Partners IV, L.P. By: /s/ Cristiana Blauth Oliveira , Authorized Signatory of the General Partner 2023-11-02 /s/ Cristiana Blauth Oliveira , Attorney-in-Fact for Juliet Tammenoms Bakker 2023-11-02 /s/ Cristiana Blauth Oliveira, Attorney-in-Fact for Patrick Enright 2023-11-02 EX-24 2 poa.txt POA DOCUMENT EXHBIT 24 POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints Cristiana Blauth Oliveira as the undersigned's true and lawful attorney-in-fact (the "Attorney-in-Fact") to: 1. execute for and on behalf of the undersigned (the "Reporting Person") a Form ID Application and/or "Update Passphrase Confirmation," if required, and submit the same to the United States Securities and Exchange Commission (the "Commission"); 2. execute for and on behalf of the Reporting Person any and all reports, notices, communications and other documents (including, but not limited to, reports on Schedule 13D, Schedule 13G, Form 13-F, Form 3, Form 4 and Form 5) that such Reporting Person may be required to file with the Commission pursuant to the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended (collectively, the "Reports") with respect to the Reporting Person's (a) status as an officer or director of, or (b) ownership of, or transactions in, securities of, any entity whose securities are beneficially owned (directly or indirectly) by such Reporting Person (each, a "Company"); 3. do and perform any and all acts for and on behalf of the Reporting Person which may be necessary or desirable to complete and execute any such Reports and timely file such forms and schedules with the Commission and any stock exchange or similar authority; and 4. take any other action of any type whatsoever in connection with the foregoing which, in the opinion of the Attorney-in-Fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by the 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 the Attorney-in-Fact may approve in the Attorney-in-Fact's discretion. The undersigned hereby grants to the Attorney-in-Fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary, and 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 the Attorney-in-Fact, or her 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. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5, Form 13F or Schedules 13G/D with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the Attorney-in-Fact. The Reporting Person acknowledges that the Attorney-in-Fact, in serving in such capacity at the request of the undersigned, is not hereby assuming any of the undersigned's responsibilities to comply with Section 13 or Section 16 of the Securities Exchange Act of 1934 and state or federal securities laws. This Power of Attorney may be filed with the Commission as a confirming statement of the authority granted herein. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this March 15, 2023. /s/ Juliet Tammenoms Bakker Juliet Tammenoms Bakker EXBIBIT 24.1 POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints Cristiana Blauth Oliveira as the undersigned's true and lawful attorney-in-fact (the "Attorney-in-Fact") to: 1. execute for and on behalf of the undersigned (the "Reporting Person") a Form ID Application and/or "Update Passphrase Confirmation," if required, and submit the same to the United States Securities and Exchange Commission (the "Commission"); 2. execute for and on behalf of the Reporting Person any and all reports, notices, communications and other documents (including, but not limited to, reports on Schedule 13D, Schedule 13G, Form 13-F, Form 3, Form 4 and Form 5) that such Reporting Person may be required to file with the Commission pursuant to the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended (collectively, the "Reports") with respect to the Reporting Person's (a) status as an officer or director of, or (b) ownership of, or transactions in, securities of, any entity whose securities are beneficially owned (directly or indirectly) by such Reporting Person (each, a "Company"); 3. do and perform any and all acts for and on behalf of the Reporting Person which may be necessary or desirable to complete and execute any such Reports and timely file such forms and schedules with the Commission and any stock exchange or similar authority; and 4. take any other action of any type whatsoever in connection with the foregoing which, in the opinion of the Attorney-in-Fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by the 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 the Attorney-in-Fact may approve in the Attorney-in-Fact's discretion. The undersigned hereby grants to the Attorney-in-Fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary, and 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 the Attorney-in-Fact, or her 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. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5, Form 13F or Schedules 13G/D with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the Attorney-in-Fact. The Reporting Person acknowledges that the Attorney-in-Fact, in serving in such capacity at the request of the undersigned, is not hereby assuming any of the undersigned's responsibilities to comply with Section 13 or Section 16 of the Securities Exchange Act of 1934 and state or federal securities laws. This Power of Attorney may be filed with the Commission as a confirming statement of the authority granted herein. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this March 15, 2023. /s/ Patrick G. Enright Patrick G. Enright