X0206 3 2020-06-10 0 0001763950 Lantern Pharma Inc. LTRN 0001789490 Fletcher Aaron G.L. 1751 RIVER RUN SUITE 400 FT WORTH TX 76107 0 0 1 0 0001697316 BIOS Fund I, LP 1751 RIVER RUN SUITE 400 FORT WORTH TX 76107 0 0 1 0 0001700297 BIOS Fund I QP, LP 1751 RIVER RUN SUITE 400 FORT WORTH TX 76107 0 0 1 0 0001714576 BIOS Fund II, LP 1751 RIVER RUN SUITE 400 FORT WORTH TX 76107 0 0 1 0 0001716869 BIOS Fund II QP, LP 1751 RIVER RUN SUITE 400 FORT WORTH TX 76107 0 0 1 0 0001728851 BIOS Fund II NT, LP 1751 RIVER RUN SUITE 400 FORT WORTH TX 76107 0 0 1 0 0001813314 Bios Equity Partners, LP 1751 RIVER RUN, SUITE 400 FORT WORTH TX 76107 0 0 1 0 0001813313 Bios Equity Partners II, LP 1751 RIVER RUN, SUITE 400 FORT WORTH TX 76107 0 0 1 0 0001813845 BIOS Capital Management, LP 1751 RIVER RUN SUITE 400 FORT WORTH TX 76107 0 0 1 0 0001813844 BIOS Advisors GP, LLC 1751 RIVER RUN SUITE 400 FORT WORTH TX 76107 0 0 1 0 Common Stock 64734 I By Bios Fund II, LP Common Stock 211456 I By Bios Fund II QP, LP Common Stock 28308 I By Bios Fund II NT, LP Series A Preferred Stock Common Stock 503606 I By Bios Fund I, LP Series A Warrants 3.13 2017-03-17 2022-03-17 Common Stock 60431 I By Bios Fund I, LP Series A Preferred Stock Common Stock 294557 I By Bios Fund I QP, LP Series A Warrants 3.13 2017-03-17 2022-03-17 Common Stock 35346 I By Bios Fund I QP, LP Series A Preferred Stock Common Stock 139989 I By Bios Fund II, LP Series A Warrants 3.13 2019-03-07 2024-03-07 Common Stock 16799 I By Bios Fund II, LP Series A Preferred Stock Common Stock 457282 I By Bios Fund II QP, LP Series A Warrants 3.13 2019-03-07 2024-03-07 Common Stock 54872 I By Bios Fund II QP, LP Series A Preferred Stock Common Stock 61214 I By Bios Fund II NT, LP Series A Warrants 3.13 2019-03-07 2024-03-07 Common Stock 7346 I By Bios Fund II NT, LP Stock Options 1.03 2018-12-17 2028-12-16 Common Stock 32538 I By BP Directors, LP In connection with the Issuer's initial public offering ("IPO"), the Issuer intends to effect a 1.74-for-1 stock split on its outstanding common stock, which will become effective immediately prior to the closing of the Issuer's IPO ("Stock Split"). The share amounts and the price reflect the anticipated Stock Split. Bios Fund I, LP ("Bios Fund I") is a direct beneficial owner of: (i) 289,429 shares of the Issuer's Series A Preferred Stock, which have no expiration date and will automatically convert into 503,606 shares of common stock immediately prior to the closing of the Issuer's IPO, and (ii) warrants to purchase up to 34,731 shares of the Issuer's Series A Preferred Stock; provided, that upon the closing of the Issuer's IPO, such warrants will be amended to represent a right to purchase up to 60,431 shares of common stock at $3.13 per share. Bios Fund I QP, LP ("Bios Fund I QP") is a direct beneficial owner of: (i) 169,286 shares of the Issuer's Series A Preferred Stock, which have no expiration date and will automatically convert into 294,557 shares of common stock immediately prior to the closing of the Issuer's IPO, and (ii) warrants to purchase up to 20,314 shares of the Issuer's Series A Preferred Stock; provided, that upon the closing of the Issuer's IPO, such warrants will be amended to represent a right to purchase up to 35,346 shares of common stock at $3.13 per share. Bios Fund II, LP ("Bios Fund II") is a direct beneficial owner of: (i) 64,734 shares of common stock, (ii) 80,454 shares of the Issuer's Series A Preferred Stock, which have no expiration date and will automatically convert into 139,989 shares of common stock immediately prior to the closing of the Issuer's IPO, and (iii) warrants to purchase up to 9,655 shares of the Issuer's Series A Preferred Stock; provided, that upon the closing of the Issuer's IPO, such warrants will be amended to represent a right to purchase up to 16,799 shares of common stock at $3.13 per share. Bios Fund II QP, LP ("Bios Fund II QP") is a direct beneficial owner of: (i) 211,456 shares of common stock, (ii) 262,806 shares of the Issuer's Series A Preferred Stock, which have no expiration date and will automatically convert to 457,282 shares of common stock immediately prior to the closing of the Issuer's IPO, and (iii) warrants to purchase up to 31,536 shares of the Issuer's Series A Preferred Stock; provided, that upon the closing of the Issuer's IPO, such warrants will be amended to represent a right to purchase up to 54,872 shares of common stock at $3.13 per share. Bios Fund II NT, LP ("Bios Fund II NT") is a direct beneficial owner of: (i) 28,308 shares of common stock, (ii) 35,181 shares of the Issuer's Series A Preferred Stock, which have no expiration date and will automatically convert to 61,214 shares of common stock immediately prior to the closing of the Issuer's IPO, and (iii) warrants to purchase up to 4,222 shares of Series A Preferred Stock; provided, that upon the closing of the Issuer's IPO, such warrants will be amended to represent a right to purchase up to 7,346 shares of common stock at $3.13 per share. BP Directors, LP ("Bios Directors") is a direct beneficial owner of options to purchase 32,538 shares of common stock exercisable within 60 days. Bios Equity Partners, LP ("Bios Equity I") is the general partner of the following entities: Bios Fund I, Bios Fund I QP and Bios Directors. Bios Equity Partners II, LP ("Bios Equity II") is the general partner of the following entities: Bios Fund II, Bios Fund II QP and Bios Fund II NT. Bios Capital Management, LP ("Bios Management"), an entity managed and controlled by Mr. Fletcher, is a general partner of Bios Equity I and Bios Equity II. Bios Advisors GP, LLC ("Bios Advisors"), an entity that is managed and controlled by Mr. Fletcher, is the general partner of Bios Management. Mr. Fletcher, Bios Management and Bios Advisors each share voting and investment control with respect to the shares held by Bios Fund I, Bios Fund I QP, Bios Fund II, Bios Fund II QP, Bios Fund II NT and Bios Directors (collectively, the "Bios Equity Entities"). Because of the relationship between Mr. Fletcher, Bios Management, Bios Advisors and the Bios Equity Entities, Mr. Fletcher, Bios Management and Bios Advisors each may be deemed to beneficially own the shares held directly by the Bios Equity Entities. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise. This Form 3 is the second of two Forms 3 filed relating to the same event. The Form 3 has been split into two filings because there are more than 10 reporting persons in total, and the SEC's EDGAR filing system limits a single Form 3 to a maximum of 10 reporting person. The first Form 3 was filed by Leslie W. Kreis, Jr. as the designated filer. /s/ Aaron Glenn Louis Fletcher 2020-06-10 Bios Fund I, LP, By: Bios Equity Partners, LP, its general partner, By: Bios Capital Management, LP, its general partner, By: Bios Advisors GP, LLC, its general partner, By: /s/ Aaron Glenn Louis Fletcher,Manager 2020-06-10 Bios Fund I QP, LP, By: Bios Equity Partners, LP, its general partner, By: Bios Capital Management, LP, its general partner, By: Bios Advisors GP, LLC, its general partner, By: /s/ Aaron Glenn Louis Fletcher, Manager 2020-06-10 Bios Fund II, LP, By: Bios Equity Partners II, LP, its general partner, By: Bios Capital Management, LP, its general partner, By: Bios Advisors GP, LLC, its general partner, By: /s/ Aaron Glenn Louis Fletcher, Manager 2020-06-10 Bios Fund II QP, LP, By: Bios Equity Partners II, LP, its general partner, By: Bios Capital Management, LP, its general partner, By: Bios Advisors GP, LLC, its general partner, By: /s/ Aaron Glenn Louis Fletcher, Manager 2020-06-10 Bios Fund II NT, LP, By: Bios Equity Partners II, LP, its general partner, By: Bios Capital Management, LP, its general partner, By: Bios Advisors GP, LLC, its general partner, By: /s/ Aaron Glenn Louis Fletcher, Manager 2020-06-10 Bios Equity Partners, LP, By: Bios Capital Management, LP, its general partner, By: Bios Advisors GP, LLC, its general partner, By: /s/ Aaron Glenn Louis Fletcher, Manager 2020-06-10 Bios Equity Partners II, LP, By: Bios Capital Management, LP, its general partner, By: Bios Advisors GP, LLC, its general partner, By: /s/ Aaron Glenn Louis Fletcher, Manager 2020-06-10 Bios Capital Management, LP, By: Bios Advisors GP, LLC, its general partner, By: /s/ Aaron Glenn Louis Fletcher, Manager 2020-06-10 Bios Advisors GP, LLC, By: /s/ Aaron Glenn Louis Fletcher, Manager 2020-06-10