0000899243-21-040245.txt : 20211014 0000899243-21-040245.hdr.sgml : 20211014 20211014164004 ACCESSION NUMBER: 0000899243-21-040245 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211012 FILED AS OF DATE: 20211014 DATE AS OF CHANGE: 20211014 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Stampacchia Otello CENTRAL INDEX KEY: 0001361712 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40869 FILM NUMBER: 211323686 MAIL ADDRESS: STREET 1: 888 BOYLSTON ST., SUITE 1111 CITY: BOSTON STATE: MA ZIP: 02199 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Paster Anne-Mari CENTRAL INDEX KEY: 0001652863 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40869 FILM NUMBER: 211323684 MAIL ADDRESS: STREET 1: C/O OMEGA FUND MANAGEMENT, LLC STREET 2: 888 BOYLSTON ST., SUITE 1111 CITY: BOSTON STATE: MA ZIP: 02199 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Omega Fund VI GP Manager, Ltd. CENTRAL INDEX KEY: 0001826584 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40869 FILM NUMBER: 211323687 BUSINESS ADDRESS: STREET 1: 888 BOYLSTON STREET, SUITE 1111 CITY: BOSTON STATE: MA ZIP: 02199 BUSINESS PHONE: 617-502-6530 MAIL ADDRESS: STREET 1: 888 BOYLSTON STREET, SUITE 1111 CITY: BOSTON STATE: MA ZIP: 02199 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Nessi Claudio CENTRAL INDEX KEY: 0001722050 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40869 FILM NUMBER: 211323685 MAIL ADDRESS: STREET 1: C/O NEOMED STREET 2: 7 PLACE DU MOLARD CITY: 1204 GENEVA STATE: V8 ZIP: 1204 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Omega Fund VI, L.P. CENTRAL INDEX KEY: 0001757917 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40869 FILM NUMBER: 211323688 BUSINESS ADDRESS: STREET 1: 888 BOYLSTON ST., SUITE 1111 CITY: BOSTON STATE: MA ZIP: 02199 BUSINESS PHONE: 617-502-6538 MAIL ADDRESS: STREET 1: 888 BOYLSTON ST., SUITE 1111 CITY: BOSTON STATE: MA ZIP: 02199 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Theseus Pharmaceuticals, Inc. CENTRAL INDEX KEY: 0001745020 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 830712806 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 245 MAIN STREET CITY: CAMBRIDGE STATE: MA ZIP: 02142 BUSINESS PHONE: (857) 400-9491 MAIL ADDRESS: STREET 1: 245 MAIN STREET CITY: CAMBRIDGE STATE: MA ZIP: 02142 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-10-12 1 0001745020 Theseus Pharmaceuticals, Inc. THRX 0001757917 Omega Fund VI, L.P. 888 BOYLSTON STREET, SUITE 1111 BOSTON MA 02199 0 0 0 1 Former 10% owner 0001826584 Omega Fund VI GP Manager, Ltd. 888 BOYLSTON STREET, SUITE 1111 BOSTON MA 02199 0 0 0 1 Former 10% owner 0001361712 Stampacchia Otello 888 BOYLSTON STREET, SUITE 1111 BOSTON MA 02199 0 0 0 1 Former 10% owner 0001722050 Nessi Claudio 888 BOYLSTON STREET, SUITE 1111 BOSTON MA 02199 0 0 0 1 Former 10% owner 0001652863 Paster Anne-Mari 888 BOYLSTON STREET, SUITE 1111 BOSTON MA 02199 0 0 0 1 Former 10% owner Common Stock 2021-10-12 4 C 0 523979 A 523979 D Common Stock 2021-10-12 4 P 0 187500 16.00 A 711479 D Series B Preferred Stock 2021-10-12 4 C 0 693152 D Common Stock 523979 0 D Omega Fund VI, L.P. ("Omega VI") held 693,152 shares of the Issuer's Series B Preferred Stock. On October 12, 2021, the Series B Preferred Stock automatically converted into 523,979 shares of the Issuer's Common Stock on a 1-for-1.32286 reverse split basis, immediately prior to and in connection with the closing of a public offering of the Issuer's securities pursuant to an effective registration statement under the Securities Act of 1933, as amended (the "Securities Act") and without payment of further consideration. The reported securities are beneficially owned by Omega Fund VI, L.P. ("Omega VI"). The reported securities may be deemed to be beneficially owned by each of Omega Fund VI GP, L.P. ("Omega VI GP"), as the general partner of Omega VI, and Omega Fund VI GP Manager, Ltd. ("Omega VI GP Manager"), as the general partner of Omega VI GP. Otello Stampacchia, Claudio Nessi and Anne-Mari Paster are all the shareholders and directors of Omega VI GP Manager and have shared voting and investment power over the shares held by Omega VI and, as a result, may each be deemed to beneficially own the reported securities. Each of such individuals disclaims beneficial ownership of the shares held by Omega VI. As of October 12, 2021 and after giving effect to the transactions reported above, Omega VI holds less than 10% of the outstanding shares of the Issuer's Common Stock. /s/ Anne-Mari Paster, as an authorized signatory of each Reporting Person 2021-10-14