0001209191-22-059052.txt : 20221130 0001209191-22-059052.hdr.sgml : 20221130 20221130164001 ACCESSION NUMBER: 0001209191-22-059052 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221129 FILED AS OF DATE: 20221130 DATE AS OF CHANGE: 20221130 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Nussbaum Ran CENTRAL INDEX KEY: 0001609805 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39264 FILM NUMBER: 221436055 MAIL ADDRESS: STREET 1: C/O KITE PHARMA, INC. STREET 2: 2225 COLORADO AVENUE CITY: SANTA MONICA STATE: CA ZIP: 90404 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Keros Therapeutics, Inc. CENTRAL INDEX KEY: 0001664710 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 99 HAYDEN AVENUE, SUITE 120 (BLD E) STREET 2: LEDGEMONT TECHNOLOGY CENTER CITY: LEXINGTON STATE: MA ZIP: 02421 BUSINESS PHONE: 617-513-8774 MAIL ADDRESS: STREET 1: 99 HAYDEN AVENUE, SUITE 120 (BLD E) STREET 2: LEDGEMONT TECHNOLOGY CENTER CITY: LEXINGTON STATE: MA ZIP: 02421 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-11-29 0 0001664710 Keros Therapeutics, Inc. KROS 0001609805 Nussbaum Ran C/O KEROS THERAPEUTICS, INC. 99 HAYDEN AVENUE, SUITE 120, BUILDING E LEXINGTON MA 02421 1 0 1 0 Common Stock 2022-11-29 4 X 0 3539 0.0001 D 2284612 I See footnote Common Stock 2022-11-29 4 X 0 1723 0.0001 D 1121045 I See footnote Common Stock 2022-11-29 4 X 0 1914 0.0001 D 1226412 I See footnote Call Options (obligation to sell) 0.0001 2022-11-29 4 X 0 3539 0.00 D 2023-10-07 Common Stock 3539 0 I See footnote Call Options (obligation to sell) 0.0001 2022-11-29 4 X 0 1723 0.00 D 2023-10-07 Common Stock 1723 0 I See footnote Call Options (obligation to sell) 0.0001 2022-11-29 4 X 0 1914 0.00 D 2023-10-07 Common Stock 1914 0 I See footnote Represents an exercise of a call option (obligation to sell), pursuant to a stock option agreement dated January 21, 2016, by and between the Pontifax (Israel) IV, L.P. ("Israel IV"), Pontifax (Cayman) IV, L.P. ("Cayman IV") and Pontifax (China) IV, L.P. ("China IV") and a certain securityholder. The securities are held by Israel IV. Pontifax Management 4 G.P. (2015) Ltd. ("Management 4") is the ultimate general partner of Israel IV. As a result Management 4 may be deemed to share voting and dispositive power with respect to the shares held by Israel IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by Israel IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise. The securities are held by Cayman IV. Management 4 is the ultimate general partner of Cayman IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by Cayman IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise. The securities are held by China IV. Management 4 is the ultimate general partner of China IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by China IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise. Fully vested and exercisable. /s/ Keith Regnante, Attorney-in-Fact 2022-11-30