FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Black Diamond Therapeutics, Inc. [ BDTX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/23/2020 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 11/23/2020 | J(1) | 476,659 | D | $0.00 | 4,341,941 | D(2) | |||
Common Stock | 11/23/2020 | J(3) | 9,533 | A | $0.00 | 9,533 | I | See Footnote(4) | ||
Common Stock | 11/23/2020 | J(5) | 9,533 | D | $0.00 | 0 | I | See Footnote(4) | ||
Common Stock | 11/23/2020 | J(6) | 8,223 | A | $0.00 | 8,223 | I | See Footnote(7) | ||
Common Stock | 11/23/2020 | J(8) | 8,223 | D | $0.00 | 0 | I | See Footnote(7) | ||
Common Stock | 11/23/2020 | J(9) | 84,462 | D | $0.00 | 884,492 | I | See Footnote(10) | ||
Common Stock | 11/23/2020 | J(11) | 1,269 | A | $0.00 | 1,269 | I | See Footnote(12) | ||
Common Stock | 11/23/2020 | J(13) | 1,269 | D | $0.00 | 0 | I | See Footnote(12) | ||
Common Stock | 11/23/2020 | J(14) | 1,258 | A | $0.00 | 1,258 | I | See Footnote(15) | ||
Common Stock | 11/23/2020 | J(16) | 1,258 | D | $0.00 | 0 | I | See Footnote(15) | ||
Common Stock | 11/23/2020 | J(17) | 154,671 | D | $0.00 | 1,277,541 | I | See Footnote(18) | ||
Common Stock | 11/23/2020 | J(19) | 828 | A | $0.00 | 828 | I | See Footnote(20) | ||
Common Stock | 11/23/2020 | J(21) | 46,121 | D | $0.00 | 380,942 | I | See Footnote(22) | ||
Common Stock | 11/23/2020 | J(23) | 2,488 | A | $0.00 | 3,316 | I | See Footnote(20) | ||
Common Stock | 11/23/2020 | J(24) | 3,316 | D | $0.00 | 0 | I | See Footnote(20) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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Explanation of Responses: |
1. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Venture Capital VI, L.P. ("Versant VI") to its partners. |
2. Shares held by Versant VI. Versant Ventures VI GP, L.P. ("Versant Ventures VI GP") is the general partner of Versant VI, and Versant Ventures VI GP-GP, LLC ("Versant Ventures VI GP-GP") is the general partner of Versant Ventures VI GP. Bradley J. Bolzon is a managing member of Versant Ventures VI GP-GP and may be deemed to share voting and dispositive power over the shares held by Versant VI; however, he disclaims beneficial ownership of such securities, except to the extent of his pecuniary interests therein. Bradley J. Bolzon is a director of the Issuer and, accordingly, files separate Section 16 reports. |
3. Represents a change in the form of ownership of Versant Ventures VI GP by virtue of the receipt of shares as a result of the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant VI. |
4. Shares held by Versant Ventures VI GP. Versant Ventures VI GP-GP is the general partner of Versant Ventures VI GP. Bradley J. Bolzon is a managing member of Versant Ventures VI GP-GP and may be deemed to share voting and dispositive power over the shares held by Versant Ventures VI GP; however, he disclaims beneficial ownership of such securities, except to the extent of his pecuniary interests therein. Bradley J. Bolzon is a director of the Issuer and, accordingly, files separate Section 16 reports. |
5. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Ventures VI GP to its partners. |
6. Represents a change in the form of ownership of Versant Ventures VI GP-GP by virtue of the receipt of shares as a result of the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant Ventures VI GP. |
7. Shares held by Versant Ventures VI GP-GP. Bradley J. Bolzon is a managing member of Versant Ventures VI GP-GP and may be deemed to share voting and dispositive power over the shares held by Versant Ventures VI GP-GP; however, he disclaims beneficial ownership of such securities, except to the extent of his pecuniary interests therein. Bradley J. Bolzon is a director of the Issuer and, accordingly, files separate Section 16 reports. |
8. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Ventures VI GP-GP to its members. |
9. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Vantage I, L.P. ("Versant Vantage I") to its partners. |
10. Shares held by Versant Vantage I. Versant Vantage I GP, L.P. ("Versant Vantage I GP LP") is the general partner of Versant Vantage I, and Versant Vantage I GP-GP, LLC ("Versant Vantage I GP-GP") is the general partner of Versant Vantage I GP LP. Bradley J. Bolzon is a managing member of Versant Vantage I GP-GP and may be deemed to share voting and dispositive power over the shares held by Versant Vantage I; however, he disclaims beneficial ownership of such securities, except to the extent of his pecuniary interests therein. Bradley J. Bolzon is a director of the Issuer and, accordingly, files separate Section 16 reports. |
11. Represents a change in the form of ownership of Versant Vantage I GP LP by virtue of the receipt of shares in the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant Vantage I. |
12. Shares held by Versant Vantage I GP LP. Versant Vantage I GP-GP is the general partner of Versant Vantage I GP LP. Bradley J. Bolzon is a managing member of Versant Vantage I GP-GP and may be deemed to share voting and dispositive power over the shares held by Versant Vantage I GP LP; however, he disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein. Bradley J. Bolzon is a director of the Issuer and, accordingly, files separate Section 16 reports. |
13. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Vantage I GP LP, to its partners. |
14. Represents a change in the form of ownership of Versant Vantage I GP-GP by virtue of the receipt of shares in the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant Vantage I GP LP. |
15. Shares held by Versant Vantage I GP-GP. Bradley J. Bolzon is a managing member of Versant Vantage I GP-GP and may be deemed to share voting and dispositive power over the shares held Versant Vantage I GP-GP; however, he disclaims beneficial ownership of such securities, except to the extent of his pecuniary interests therein. Bradley J. Bolzon is a director of the Issuer and, accordingly, files separate Section 16 reports. |
16. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Vantage I GP-GP, to its members. |
17. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Voyageurs I, L.P. ("Versant Voyageurs I") to its partners. |
18. Shares held by Versant Voyageurs I. Versant Voyageurs I GP Company ("Versant Voyageurs I GP") is the general partner of Versant Voyageurs I. Bradley J. Bolzon may be deemed to share voting and dispositive power over the shares held by Versant Voyageurs I; however, he disclaims beneficial ownership of such securities, except to the extent of his pecuniary interests therein. Bradley J. Bolzon is a director of the Issuer and, accordingly, files separate Section 16 reports. |
19. Represents a change in the form of ownership of Versant Voyageurs I GP, L.P. ("Versant Voyageurs I GP LP") by virtue of the receipt of shares as a result of the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant Voyageurs I. |
20. Shares held by Versant Voyageurs I GP LP. Bradley J. Bolzon is a partner of Versant Voyageurs I GP LP and may be deemed to share voting and dispositive power over the shares held by Versant Voyageurs I GP LP; however, he disclaims beneficial ownership of such securities, except to the extent of his pecuniary interests therein. Bradley J. Bolzon is a director of the Issuer and, accordingly, files separate Section 16 reports. |
21. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Voyageurs I Parallel, L.P. ("Versant I Parallel") to its partners. |
22. Shares held by Versant I Parallel. Versant Voyageurs I GP LP is the general partner of Versant I Parallel. Versant Ventures VI GP is the general partner of Versant Voyageurs I GP LP. Versant Ventures VI GP-GP is the general partner of Versant Ventures VI GP. Bradley J. Bolzon is a managing member of Versant Ventures VI GP-GP and may be deemed to share voting and dispositive power over the shares held by Versant I Parallel; however, he disclaims beneficial ownership of such securities, except to the extent of his pecuniary interests therein. Bradley J. Bolzon is a director of the Issuer and, accordingly, files separate Section 16 reports. |
23. Represents a change in the form of ownership of Versant Voyageurs I GP LP by virtue of the receipt of shares in the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant I Parallel. |
24. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Voyageurs I GP LP, to its partners. |
Remarks: |
/s/ Versant Venture Capital VI, L.P. By: Versant Ventures VI GP, L.P. Its: General Partner By: Versant Ventures VI GP-GP, LLC By: Robin L. Praeger Its: Managing Director | 11/25/2020 | |
/s/ Versant Voyageurs I Parallel, L.P. By: Versant Voyageurs I GP, L.P. Its: General Partner By: Versant Ventures VI GP, L.P. Its: General Partner By: Versant Ventures VI GP-GP, LLC By: Robin L. Praeger Its: Managing Director | 11/25/2020 | |
/s/ Versant Voyageurs I, L.P. By: Versant Voyageurs I GP Company Its: General Partner By: Robin L. Praeger Its: President | 11/25/2020 | |
/s/ Versant Vantage I, LP By: Versant Vantage I GP, L.P. Its: General Partner By: Versant Vantage I GP-GP, LLC Its: General Partner By: Robin L. Praeger Its: Managing Director | 11/25/2020 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |