0001493152-21-006147.txt : 20210316 0001493152-21-006147.hdr.sgml : 20210316 20210316195726 ACCESSION NUMBER: 0001493152-21-006147 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210316 FILED AS OF DATE: 20210316 DATE AS OF CHANGE: 20210316 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RTW INVESTMENTS, LP CENTRAL INDEX KEY: 0001493215 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40187 FILM NUMBER: 21747923 BUSINESS ADDRESS: STREET 1: 40 10TH AVENUE STREET 2: 7TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10014 BUSINESS PHONE: 646-597-6980 MAIL ADDRESS: STREET 1: 40 10TH AVENUE STREET 2: 7TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10014 FORMER NAME: FORMER CONFORMED NAME: RTW INVESTMENTS, LLC DATE OF NAME CHANGE: 20100602 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WONG RODERICK CENTRAL INDEX KEY: 0001493280 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40187 FILM NUMBER: 21747922 MAIL ADDRESS: STREET 1: 412 WEST 15TH STREET STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Prometheus Biosciences, Inc. CENTRAL INDEX KEY: 0001718852 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 814282653 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9410 CARROLL PARK DRIVE CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: (858) 200-7888 MAIL ADDRESS: STREET 1: 9410 CARROLL PARK DRIVE CITY: SAN DIEGO STATE: CA ZIP: 92121 FORMER COMPANY: FORMER CONFORMED NAME: Precision IBD, Inc. DATE OF NAME CHANGE: 20171004 4 1 ownership.xml X0306 4 2021-03-16 1 0001718852 Prometheus Biosciences, Inc. RXDX 0001493215 RTW INVESTMENTS, LP 40 10TH AVENUE, FLOOR 7 NEW YORK NY 10014 0 0 1 0 0001493280 WONG RODERICK C/O RTW INVESTMENTS, LP 40 10TH AVENUE, FLOOR 7 NEW YORK NY 10014 0 0 1 0 Common Stock 2021-03-16 4 P 0 800000 19.00 A 800000 I By RTW Common Stock 2021-03-16 4 C 0 1017769 A 1817769 I By RTW Common Stock 2021-03-16 4 C 0 1446262 A 3264031 I By RTW Series D-1 Preferred Stock 2021-03-16 4 C 0 10177703 D Common Stock 1017769 0 I By RTW Series D-2 Preferred Stock 2021-03-16 4 C 0 14462623 D Common Stock 1446262 0 I By RTW Consists of shares of common stock held by RTW Master Fund, Ltd., RTW Venture Fund Limited and RTW Innovation Master Fund, Ltd. (the "RTW Funds"). The securities reported herein may be deemed beneficially owned by each of: (i) RTW Investments, LP ("RTW"), which is deemed the beneficial owner of shares held by the RTW Funds, which are investment funds managed by RTW, and (ii) Roderick Wong, M.D., who serves as the Managing Partner and Chief Investment Officer of RTW. Dr. Wong exercises voting and disposition control over the securities held by RTW and is therefore deemed to be a beneficial owner of securities owned or controlled by RTW. Each of RTW and Dr. Wong disclaim beneficial ownership of the reported securities held by the RTW Funds, except to the extent of its or his pecuniary interest therein Each share of the Issuer's Series D-1 Preferred Stock automatically converted into shares of the Issuer's common stock immediately upon the closing of the Issuer's initial public offering at a ratio of ten-for-one share of the Issuer's common stock. The Series D-1 Preferred Stock had no expiration date. Each share of the Issuer's Series D-2 Preferred Stock automatically converted into shares of the Issuer's common stock immediately upon the closing of the Issuer's initial public offering at a ratio of ten-for-one share of the Issuer's common stock. The Series D-2 Preferred Stock had no expiration date. RTW Investments, LP By: /s/ Roderick Wong, Managing Partner 2021-03-16 Roderick Wong By: /s/ Roderick Wong 2021-03-16