0001567619-21-007976.txt : 20210413 0001567619-21-007976.hdr.sgml : 20210413 20210413175530 ACCESSION NUMBER: 0001567619-21-007976 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210409 FILED AS OF DATE: 20210413 DATE AS OF CHANGE: 20210413 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NODELMAN OLEG CENTRAL INDEX KEY: 0001454385 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39351 FILM NUMBER: 21824034 MAIL ADDRESS: STREET 1: 357 TEHAMA STREET #3 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EcoR1 Capital Fund, L.P. CENTRAL INDEX KEY: 0001567938 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39351 FILM NUMBER: 21824032 BUSINESS ADDRESS: STREET 1: 357 TEHAMA STREET #3 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 BUSINESS PHONE: 415-448-6534 MAIL ADDRESS: STREET 1: 357 TEHAMA STREET #3 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EcoR1 Capital, LLC CENTRAL INDEX KEY: 0001587114 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39351 FILM NUMBER: 21824033 BUSINESS ADDRESS: STREET 1: 357 TEHAMA STREET #3 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 BUSINESS PHONE: 415-448-6534 MAIL ADDRESS: STREET 1: 357 TEHAMA STREET #3 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Biotech Opportunity GP, LLC CENTRAL INDEX KEY: 0001816370 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39351 FILM NUMBER: 21824028 BUSINESS ADDRESS: STREET 1: 1370 TRANCAS STREET, SUITE 176 CITY: NAPA STATE: CA ZIP: 94558 BUSINESS PHONE: (415) 754-3517 MAIL ADDRESS: STREET 1: 1370 TRANCAS STREET, SUITE 176 CITY: NAPA STATE: CA ZIP: 94558 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EcoR1 Venture Opportunity Fund, LP CENTRAL INDEX KEY: 0001778011 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39351 FILM NUMBER: 21824030 BUSINESS ADDRESS: STREET 1: 357 TEHAMA STREET #3 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 BUSINESS PHONE: 415-448-6534 MAIL ADDRESS: STREET 1: 357 TEHAMA STREET #3 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EcoR1 Capital Fund Qualified, L.P. CENTRAL INDEX KEY: 0001598292 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39351 FILM NUMBER: 21824031 BUSINESS ADDRESS: STREET 1: 357 TEHAMA STREET #3 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 BUSINESS PHONE: 415-448-6534 MAIL ADDRESS: STREET 1: 357 TEHAMA STREET #3 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EcoR1 Panacea Holdings, LLC CENTRAL INDEX KEY: 0001816134 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39351 FILM NUMBER: 21824029 BUSINESS ADDRESS: STREET 1: 357 TEHAMA STREET, FLOOR 3 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 BUSINESS PHONE: (415) 754-3517 MAIL ADDRESS: STREET 1: 357 TEHAMA STREET, FLOOR 3 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Nuvation Bio Inc. CENTRAL INDEX KEY: 0001811063 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 850862255 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 357 TEHAMA STREET, FLOOR 3 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 BUSINESS PHONE: (415) 754-3517 MAIL ADDRESS: STREET 1: 357 TEHAMA STREET, FLOOR 3 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 FORMER COMPANY: FORMER CONFORMED NAME: Panacea Acquisition Corp DATE OF NAME CHANGE: 20200430 4 1 doc1.xml FORM 4 X0306 4 2021-04-09 0 0001811063 Nuvation Bio Inc. NUVB 0001454385 NODELMAN OLEG 357 TEHAMA STREET #3 SAN FRANCISCO CA 94103 1 0 0 0 0001587114 EcoR1 Capital, LLC 357 TEHAMA STREET #3 SAN FRANCISCO CA 94103 0 0 1 0 0001567938 EcoR1 Capital Fund, L.P. 357 TEHAMA STREET #3 SAN FRANCISCO CA 94103 0 0 1 0 0001598292 EcoR1 Capital Fund Qualified, L.P. 409 ILLINOIS STREET SAN FRANCISCO CA 94158 0 0 1 0 0001778011 EcoR1 Venture Opportunity Fund, LP 357 TEHAMA STREET #3 SAN FRANCISCO CA 94103 0 0 1 0 0001816134 EcoR1 Panacea Holdings, LLC 357 TEHAMA STREET, FLOOR 3 SAN FRANCISCO CA 94103 0 0 1 0 0001816370 Biotech Opportunity GP, LLC 1370 TRANCAS STREET, SUITE 176 NAPA CA 94558 0 0 1 0 Class A Common Stock 2021-04-09 4 P 0 262230 10.0306 A 6846476 I See Notes 1 and 2 Class A Common Stock 2021-04-09 4 P 0 37770 10.0306 A 1334914 I See Notes 1 and 3 Class A Common Stock 2021-04-12 4 P 0 116255 9.4878 A 6962731 I See Notes 1 and 2 Class A Common Stock 2021-04-12 4 P 0 16745 9.4878 A 1351659 I See Notes 1 and 3 Class A Common Stock 2021-04-13 4 P 0 27534 10.271 A 6990265 I See Notes 1 and 2 Class A Common Stock 2021-04-13 4 P 0 3966 10.271 A 1355625 I See Notes 1 and 3 Class A Common Stock 3165000 I See Notes 1 and 4 Class A Common Stock 2200627 I See Notes 1 and 5 EcoR1 Capital, LLC ("EcoR1") is the investment adviser to EcoR1 Capital Fund, L.P. ("Capital Fund"), EcoR1 Capital Fund Qualified, L.P. ("Qualified Fund") and EcoR1 Venture Opportunity Fund, L.P. ("Venture Fund"). EcoR1 is the general partner of Capital Fund and Qualified Fund, and Biotech Opportunity GP, LLC ("Biotech") is the general partner of Venture Fund. Mr. Nodelman is the manager and controlling owner of EcoR1 and Biotech. The funds hold these securities directly for the benefit of their investors. EcoR1 indirectly beneficially owns them as the investment adviser to the funds. Mr. Nodelman indirectly beneficially owns them as the control person of EcoR1. The Reporting Persons disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein. Qualified Fund is the record holder of these securities. Capital Fund is the record holder of these securities. EcoR1 Panacea Holdings, LLC, which is the owner of record of these securities, is managed by its managing members, Capital Fund, Qualified Fund and Venture Fund. Each of the Reporting Persons may be deemed a beneficial owner of shares held by EcoR1 Panacea Holdings, LLC, but each Reporting Person disclaims beneficial ownership of any such shares except to the extent of its respective pecuniary interest therein. These securities are held of record by Venture Fund. Biotech indirectly beneficially owns these securities as the general partner of Venture Fund, and Mr. Nodelman indirectly beneficially owns these securities as the control person of Biotech and EcoR1. The Reporting Persons are filing this Form 4 jointly, but not as a group, and each expressly disclaims membership in a group within the meaning of Rule 13d-5(b) under the Securities Exchange Act of 1934, as amended. Mr. Nodelman serves on the board of directors of the issuer. For the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than Mr. Nodelman) may be deemed a director by deputization with respect to the issuer on the basis of Mr. Nodelman's service on the issuer's board of directors. Oleg Nodelman, individually and as Manager of EcoR1 Capital, LLC and Biotech Opportunity GP, LLC 2021-04-13