0000899243-20-019470.txt : 20200716 0000899243-20-019470.hdr.sgml : 20200716 20200716204501 ACCESSION NUMBER: 0000899243-20-019470 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200716 FILED AS OF DATE: 20200716 DATE AS OF CHANGE: 20200716 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LSV Associates, LLC CENTRAL INDEX KEY: 0001643828 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39386 FILM NUMBER: 201032585 BUSINESS ADDRESS: STREET 1: 500 BOYLSTON STREET, SUITE 1380 CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: (617) 850-9700 MAIL ADDRESS: STREET 1: 500 BOYLSTON STREET, SUITE 1380 CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lightstone Ventures, L.P. CENTRAL INDEX KEY: 0001572522 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39386 FILM NUMBER: 201032586 BUSINESS ADDRESS: STREET 1: 500 BOYLSTON STREET, SUITE 1380 CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: (617) 933-3770 MAIL ADDRESS: STREET 1: 500 BOYLSTON STREET, SUITE 1380 CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lightstone Ventures (A), L.P. CENTRAL INDEX KEY: 0001572523 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39386 FILM NUMBER: 201032587 BUSINESS ADDRESS: STREET 1: 500 BOYLSTON STREET, SUITE 1380 CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: (617) 933-3770 MAIL ADDRESS: STREET 1: 500 BOYLSTON STREET, SUITE 1380 CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lightstone Ventures II, L.P. CENTRAL INDEX KEY: 0001699565 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39386 FILM NUMBER: 201032588 BUSINESS ADDRESS: STREET 1: 500 BOYLSTON STREET, SUITE 1380 CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: (617) 850 - 9700 MAIL ADDRESS: STREET 1: 500 BOYLSTON STREET, SUITE 1380 CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lightstone Ventures II (A), L.P. CENTRAL INDEX KEY: 0001706610 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39386 FILM NUMBER: 201032589 BUSINESS ADDRESS: STREET 1: 500 BOYLSTON STREET, SUITE 1380 CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: (617) 850-9700 MAIL ADDRESS: STREET 1: 500 BOYLSTON STREET, SUITE 1380 CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LSV Associates II, LLC CENTRAL INDEX KEY: 0001818388 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39386 FILM NUMBER: 201032590 BUSINESS ADDRESS: STREET 1: 500 BOYLSTON STREET, SUITE 1380 CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 617-850-9700 MAIL ADDRESS: STREET 1: 500 BOYLSTON STREET, SUITE 1380 CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Carusi Michael A CENTRAL INDEX KEY: 0001306506 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39386 FILM NUMBER: 201032591 MAIL ADDRESS: STREET 1: 1000 WINTER STREET STREET 2: SUITE 3700 CITY: WALTHAM STATE: MA ZIP: 02451 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: George Jean CENTRAL INDEX KEY: 0001291804 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39386 FILM NUMBER: 201032592 MAIL ADDRESS: STREET 1: CRITICAL THERAPEUTICS INC STREET 2: 60 WESTVIEW STREET CITY: LEXINGTON STATE: MA ZIP: 02421 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ALX ONCOLOGY HOLDINGS INC CENTRAL INDEX KEY: 0001810182 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 850642577 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 866 MALCOLM ROAD, SUITE 100 CITY: BURLINGAME STATE: CA ZIP: 94010 BUSINESS PHONE: 650-466-7125 MAIL ADDRESS: STREET 1: 866 MALCOLM ROAD, SUITE 100 CITY: BURLINGAME STATE: CA ZIP: 94010 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2020-07-16 0 0001810182 ALX ONCOLOGY HOLDINGS INC ALXO 0001643828 LSV Associates, LLC C/O LSV CAPITAL MANAGEMENT, LLC 2884 SAND HILL ROAD, SUITE 121 MENLO PARK CA 94025 0 0 1 0 0001572522 Lightstone Ventures, L.P. C/O LSV CAPITAL MANAGEMENT, LLC 2884 SAND HILL ROAD, SUITE 121 MENLO PARK CA 0 0 1 0 0001572523 Lightstone Ventures (A), L.P. C/O LSV CAPITAL MANAGEMENT, LLC 2884 SAND HILL ROAD, SUITE 121 MENLO PARK CA 94025 0 0 1 0 0001699565 Lightstone Ventures II, L.P. C/O LSV CAPITAL MANAGEMENT, LLC 2884 SAND HILL ROAD, SUITE 121 MENLO PARK CA 94025 0 0 1 0 0001706610 Lightstone Ventures II (A), L.P. C/O LSV CAPITAL MANAGEMENT, LLC 2884 SAND HILL ROAD, SUITE 121 MENLO PARK CA 94025 0 0 1 0 0001818388 LSV Associates II, LLC C/O LSV CAPITAL MANAGEMENT, LLC 2884 SAND HILL ROAD, SUITE 121 MENLO PARK CA 94025 0 0 1 0 0001306506 Carusi Michael A C/O LSV CAPITAL MANAGEMENT, LLC 2884 SAND HILL ROAD, SUITE 121 MENLO PARK CA 94025 0 0 1 0 0001291804 George Jean C/O LSV CAPITAL MANAGEMENT, LLC 2884 SAND HILL ROAD, SUITE 121 MENLO PARK CA 94025 0 0 1 0 Series A Convertible Preferred Stock Common Stock 1633743 I See footnote Series A Convertible Preferred Stock Common Stock 222752 I See footnote Series A Convertible Preferred Stock Common Stock 683523 I See footnote Series A Convertible Preferred Stock Common Stock 39758 I See footnote Series B Convertible Preferred Stock Common Stock 59998 I See footnote Series B Convertible Preferred Stock Common Stock 8175 I See footnote Series B Convertible Preferred Stock Common Stock 150801 I See footnote Series B Convertible Preferred Stock Common Stock 11110 I See footnote Series C Convertible Preferred Stock Common Stock 137286 I See footnote Series C Convertible Preferred Stock Common Stock 18705 I See footnote Series C Convertible Preferred Stock Common Stock 664660 I See footnote Series C Convertible Preferred Stock Common Stock 38660 I See footnote Each share of Series A Convertible Preferred Stock shall automatically convert into Class A Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and has no expiration date. The shares are held of record by Lightstone Ventures, LP (LV LP). LSV Associates, LLC (LSV Associates), the General Partner of LV LP, and Michael A. Carusi, Jean M. George and Henry A. Plain, Jr., the individual managing directors of LSV Associates, share voting and dispositive power with respect to the shares held of record by LV LP, but each disclaims beneficial ownership of such shares except to the extent of his, her or its individual pecuniary interest therein. The shares are held of record by Lightstone Ventures (A), LP (LV(A) LP). LSV Associates, the General Partner of LV(A) LP, and Mr. Carusi, Ms. George and Mr. Plain, the individual managing directors of LSV Associates, share voting and dispositive power with respect to the shares held of record by LV(A) LP, but each disclaims beneficial ownership of such shares except to the extent of his, her or its individual pecuniary interest therein. The shares are held of record by Lightstone Ventures II, LP (LV II LP). LSV Associates II, LLC (LSV Associates II), the General Partner of LV II LP, and Mr. Carusi, Ms. George, Mr. Plain and Jason W. Lettmann, as the individual managing directors of LSV Associates II, share voting and dispositive power with respect to the shares held of record by LV II LP, but each disclaims beneficial ownership of such shares except to the extent of his, her or its individual pecuniary interest therein. Mr. Lettmann is a director of the Issuer and files separate Section 16 reports. The shares are held of record by Lightstone Ventures II, LP (LV II(A) LP). LSV Associates II, LLC (LSV Associates II), the General Partner of LV(A) II LP, and Mr. Carusi, Ms. George, Mr. Plain and Mr. Lettmann, as the individual managing directors of LSV Associates II, share voting and dispositive power with respect to the shares held of record by LV II(A) LP, but each disclaims beneficial ownership of such shares except to the extent of his, her or its individual pecuniary interest therein. Mr. Lettmann is a director of the Issuer and files separate Section 16 reports. Each share of Series B Convertible Preferred Stock shall automatically convert into Class A Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and has no expiration date. Each share of Series C Convertible Preferred Stock shall automatically convert into Class A Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and has no expiration date. Exhibit 24 - Power of Attorney /s/ Travis Boettner, by power of attorney for LSV Associates, LLC, the General Partner of Lightstone Ventures, L.P. 2020-07-16 /s/ Travis Boettner, by power of attorney for LSV Associates, LLC, the General Partner of Lightstone Ventures(A), L.P. 2020-07-16 /s/ Travis Boettner, by power of attorney for LSV Associates, LLC 2020-07-16 /s/ Travis Boettner, by power of attorney for LSV Associates II, LLC, the General Partner of Lightstone Ventures II, L.P. 2020-07-16 /s/ Travis Boettner, by power of attorney for LSV Associates II, LLC, the General Partner of Lightstone Ventures II(A), L.P. 2020-07-16 /s/ Travis Boettner, by power of attorney for LSV Associates II, LLC 2020-07-16 /s/ Travis Boettner, by power of attorney for Michael A. Carusi 2020-07-16 /s/ Travis Boettner, by power of attorney for Jean M. George 2020-07-16 /s/ Travis Boettner, by power of attorney for Henry A. Plain, Jr. 2020-07-16 EX-24 2 attachment1.htm EX-24 DOCUMENT

                                                                      Exhibit 24

                               POWER OF ATTORNEY

     KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and
appoints Travis Boettner, the undersigned's true and lawful attorney-in-fact and
agent to:

     (i) prepare, execute and file, for and on behalf of the undersigned, any
     and all documents and filings that are required or advisable to be made
     with the United States Securities and Exchange Commission, any stock
     exchange or similar authority, under the Securities Exchange Act of 1934,
     as amended (the "Exchange Act"), and the rules and regulations promulgated
     thereunder, including without limitation (a) any Joint Filing Agreement
     under Rule 13d-1(k) of the Exchange Act (or any successor provision
     thereunder), Schedule 13D and Schedule 13G (or any successor schedules or
     forms adopted under the Exchange Act) and any amendments thereto in
     accordance with Section 13 of the Exchange Act and the rules thereunder,
     and (b) Forms 3, 4 and 5 and any amendments thereto in accordance with
     Section 16(a) of the Exchange Act and the rules thereunder; and

     (i) 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 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 the foregoing attorney-in-fact, in
serving in such capacity at the request of the undersigned, is not assuming any
of the undersigned's responsibilities to comply with the Exchange Act, including
without limitation Sections 13 and 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 any form
or document with respect to the undersigned's holdings of and transactions in
securities issued by a company, (b) revocation by the undersigned in a signed
writing delivered to the foregoing attorney-in-fact or (c) until such attorney-
in-fact's resignation or the termination of such attorney-in-fact's position as
Chief Financial Officer of LSV Capital Management, LLC.

     IN WITNESS WHEREOF, the undersigned has cause this Power of Attorney to be
executed as of July 16, 2020.

Lightstone Ventures, L.P.                    Lightstone Ventures II, L.P.

By:  LSV Associates, LLC                     By:  LSV Associates II, LLC
Its: General Partner                         Its: General Partner


By:  /s/ Michael A. Carusi                   By:  /s/ Michael A. Carusi
     ---------------------                        ---------------------
Name:  Michael A. Carusi                     Name:  Michael A. Carusi
Title: Managing Director                     Title: Managing Director


Lightstone Ventures (A), L.P.                Lightstone Ventures II (A), L.P.

By:  LSV Associates, LLC                     By:    LSV Associates II, LLC
Its: General Partner                         Its:   General Partner


By:  /s/ Michael A. Carusi                   By:  /s/ Michael A. Carusi
     ---------------------                        ---------------------
Name:  Michael A. Carusi                     Name:  Michael A. Carusi
Title: Managing Director                     Title: Managing Director


LSV Associates, LLC                          LSV Associates II, LLC


By:  /s/ Michael A. Carusi                   By:  /s/ Michael A. Carusi
     ---------------------                        ---------------------
Name:  Michael A. Carusi                     Name:  Michael A. Carusi
Title: Managing Director                     Title: Managing Director


By:  /s/ Michael A. Carusi                   By :  /s/ Jean M. George
     ---------------------                         ------------------
Name:  Michael A. Carusi                     Name:  Jean M. George


By:  /s/ Henry A. Plain, Jr.
     -----------------------
Name:  Henry A. Plain, Jr.