0001209191-23-027479.txt : 20230504 0001209191-23-027479.hdr.sgml : 20230504 20230504191019 ACCESSION NUMBER: 0001209191-23-027479 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230504 FILED AS OF DATE: 20230504 DATE AS OF CHANGE: 20230504 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Harper Sean E CENTRAL INDEX KEY: 0001541946 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41696 FILM NUMBER: 23890641 MAIL ADDRESS: STREET 1: AMGEN INC. STREET 2: ONE AMGEN CENTER DRIVE CITY: THOUSAND OAKS STATE: CA ZIP: 91320-1799 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Westlake BioPartners Fund II, L.P. CENTRAL INDEX KEY: 0001811947 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41696 FILM NUMBER: 23890643 BUSINESS ADDRESS: STREET 1: 3075 TOWNSGATE ROAD, SUITE 140 CITY: WESTLAKE VILLAGE STATE: CA ZIP: 91361 BUSINESS PHONE: 805-465-9588 MAIL ADDRESS: STREET 1: 3075 TOWNSGATE ROAD, SUITE 140 CITY: WESTLAKE VILLAGE STATE: CA ZIP: 91361 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Westlake BioPartners GP II, LLC CENTRAL INDEX KEY: 0001811948 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41696 FILM NUMBER: 23890642 BUSINESS ADDRESS: STREET 1: 3075 TOWNSGATE ROAD, SUITE 140 CITY: WESTLAKE VILLAGE STATE: CA ZIP: 91361 BUSINESS PHONE: 805-465-9588 MAIL ADDRESS: STREET 1: 3075 TOWNSGATE ROAD, SUITE 140 CITY: WESTLAKE VILLAGE STATE: CA ZIP: 91361 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ACELYRIN, Inc. CENTRAL INDEX KEY: 0001962918 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 852406735 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4149 LIBERTY CANYON RD. CITY: AGOURA HILLS STATE: CA ZIP: 91301 BUSINESS PHONE: 805-871-4300 MAIL ADDRESS: STREET 1: 4149 LIBERTY CANYON RD. CITY: AGOURA HILLS STATE: CA ZIP: 91301 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2023-05-04 0 0001962918 ACELYRIN, Inc. SLRN 0001811947 Westlake BioPartners Fund II, L.P. C/O WESTLAKE BIOPARTNERS, LLC 3075 TOWNSGATE RD., SUITE 140 WESTLAKE VILLAGE CA 91361 0 0 1 0 0001811948 Westlake BioPartners GP II, LLC C/O WESTLAKE BIOPARTNERS, LLC 3075 TOWNSGATE RD., SUITE 140 WESTLAKE VILLAGE CA 91361 0 0 1 0 0001541946 Harper Sean E C/O WESTLAKE BIOPARTNERS, LLC 3075 TOWNSGATE RD., SUITE 140 WESTLAKE VILLAGE CA 91361 0 0 1 0 Series A Redeemable Convertible Preferred Stock Class A Common Stock 4056795 D Series B Redeemable Convertible Preferred Stock Class A Common Stock 2445786 D Series C Redeemable Convertible Preferred Stock Class A Common Stock 2038148 D Each share of preferred stock is convertible into one share of Class A Common Stock or, subject to and in accordance with certain provisions set forth in the Issuer's certificate of incorporation, Class B Common Stock, and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering of Common Stock (the "IPO"), all shares of preferred stock will automatically convert into shares of Common Stock. Each share of Class A Common Stock shall be reclassified into one share of Common Stock immediately prior to the completion of the IPO. Shares held directly by Westlake BioPartners Fund II, L.P., or Westlake Fund II. Westlake BioPartners GP II, LLC, or Westlake GP II, is the general partner of Westlake Fund II. Westlake GP II may be deemed to have sole voting and dispositive power with regard to the shares held directly by Westlake Fund II. Beth C. Seidenberg and Sean E. Harper are the Managing Directors of Westlake GP II and share voting and dispositive power over the shares held by Westlake Fund II, each of whom disclaims beneficial ownership of the shares held by Westlake Fund II except to the extent of such person's pecuniary interest therein, if any. This report on Form 3 is jointly filed by Westlake Fund II, Westlake GP II and Sean E. Harper. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of such person's or entity's pecuniary interest therein, if any. Westlake Fund II has designated a representative, Beth C. Seidenberg, a Managing Director of Westlake GP II, to serve on the Issuer's board of directors. This report shall not be deemed an admission that any such entity or person is a beneficial owner of such securities for the purposes of Section 16 of the Exchange Act, or for any other purpose. Exhibit 24 - Power of Attorney /s/ Jennifer L. Kercher, Attorney-in-fact 2023-05-04 EX-24 2 attachment1.htm EX-24 DOCUMENT

Power of Attorney

Each of the undersigned entities and individuals (collectively, the "Reporting
Persons") hereby authorizes and designates Westlake BioPartners GP II, LLC or
such other person or entity as is designated in writing by Beth C. Seidenberg
(the "Designated Filer") as the beneficial owner to prepare and file on behalf
of such Reporting Person individually, or jointly together with the other
Reporting Persons, any and all reports, notices, communications and other
documents (including, but not limited to, reports on Form D, Form ADV, Schedule
13D, Schedule 13F, Schedule 13G, Schedule 13H, Form 3, Form 4 and Form 5) that
such Reporting Person may be required to file with the United States Securities
and Exchange Commission pursuant to the Securities Act of 1933, as amended
(together with the implementing regulations thereto, the "Act") and the
Securities Exchange Act of 1934, as amended (together with the implementing
regulations thereto, the "Exchange Act") or any other domestic or international
state, federal or national agency (collectively, the "Reports") with respect to
each Reporting Person's ownership of, or transactions in, securities of any
entity whose securities are beneficially owned (directly or indirectly) by such
Reporting Person (collectively, the "Companies").

Each Reporting Person hereby further (i) authorizes and designates Jennifer L.
Kercher (the "Authorized Signatory") to execute and file on behalf of such
Reporting Person the Reports and to perform any and all other acts, which in the
opinion of the Designated Filer or Authorized Signatory may be necessary or
incidental to the performance of the foregoing powers herein granted and (ii)
approves and ratifies all prior Reports executed and/or filed on behalf of each
such Reporting Person by the Authorized Signatory.

The authority of the Designated Filer and the Authorized Signatory under this
Power of Attorney with respect to each Reporting Person shall continue until
such Reporting Person is no longer required to file any Reports with respect to
the Reporting Person's ownership of, or transactions in, the securities of the
Companies, unless earlier revoked in writing.  Each Reporting Person
acknowledges that the Designated Filer and the Authorized Signatory are not
assuming any of the Reporting Person's responsibilities to comply with the Act
or the Exchange Act.

Date: May 4, 2023

WESTLAKE BIOPARTNERS FUND II, L.P.
a Delaware Limited Partnership
By:	Westlake BioPartners GP II, LLC
	a Delaware Limited Liability Company
	Its General Partner

By:	/s/ Sean E. Harper
	Sean E. Harper
	Managing Director

By:	/s/ Beth C. Seidenberg
	Beth C. Seidenberg
	Managing Director

WESTLAKE BIOPARTNERS GP II, LLC
a Delaware Limited Liability Company


By:	/s/ Sean E. Harper
	Sean E. Harper
	Managing Director

By:	/s/ Beth C. Seidenberg
	Beth C. Seidenberg
	Managing Director


BETH C. SEIDENBERG
By: /s/ Beth C. Seidenberg

SEAN E. HARPER
By: /s/ Sean E. Harper