0001209191-19-023536.txt : 20190403 0001209191-19-023536.hdr.sgml : 20190403 20190403200749 ACCESSION NUMBER: 0001209191-19-023536 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190403 FILED AS OF DATE: 20190403 DATE AS OF CHANGE: 20190403 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LESCHLY MARK CENTRAL INDEX KEY: 0001120545 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38853 FILM NUMBER: 19730872 MAIL ADDRESS: STREET 1: RHO CAPITAL PARTNERS, INC. STREET 2: 152 W 57TH ST 23RD FL CITY: NEW YORK STATE: NY ZIP: 10019 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NGM BIOPHARMACEUTICALS INC CENTRAL INDEX KEY: 0001426332 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE BUSINESS ADDRESS: STREET 1: 333 OYSTER POINT BOULEVARD CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 650-243-5555 MAIL ADDRESS: STREET 1: 333 OYSTER POINT BOULEVARD CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2019-04-03 0 0001426332 NGM BIOPHARMACEUTICALS INC NGM 0001120545 LESCHLY MARK 152 WEST 57TH STREET 23RD FLOOR NEW YORK NY 10019 1 0 0 0 Series A Preferred Stock Common Stock 3000000 I See Footnotes Series B Preferred Stock Common Stock 600000 I See Footnotes Series C Preferred Stock Common Stock 166667 I See Footnotes The number of shares of common stock reflects a 1-for-2 reverse stock split, which became effective March 22, 2019. Each share of the Issuer's Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock is convertible into the Issuer's common stock on a 1-for-2 basis and has no expiration date. The number of underlying shares of common stock reported in Column 3 reflects the 1-for-2 reverse stock split pursuant to which every 2 shares of Preferred Stock will convert into one share of common stock of the Issuer, effective upon the closing of the Issuer's initial public offering, for no additional consideration. Consists of 2,757,861 shares beneficially owned by Rho Ventures V L.P., and 242,139 shares beneficially owned by Rho Ventures V Affiliates L.L.C. The Reporting Person, a Director of the Issuer, shares voting and dispositive power with members of Rho Capital Partners LLC, which is the managing member of RMV V, L.L.C., which is the general partner of Rho Ventures V, L.P. and the managing member of Rho Ventures V Affiliates L.L.C., but disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. Consists of 551,572 shares beneficially owned by Rho Ventures V L.P., and 48,428 shares beneficially owned by Rho Ventures V Affiliates L.L.C. Consists of 153,215 shares beneficially owned by Rho Ventures V L.P., and 13,452 shares beneficially owned by Rho Ventures V Affiliates L.L.C. /s/ Aetna Wun Trombley, Attorney-in-Fact 2019-04-03 EX-24.1 2 attachment1.htm EX-24.1 DOCUMENT

POWER OF ATTORNEY
       	Know all by these presents, that the undersigned hereby constitutes and
appoints each of William J. Rieflin, David Woodhouse, or Aetna Wun Trombley, or
any of them signing singly, and with full power of substitution, the
undersigned's true and lawful attorney-in-fact to:
(1)	execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer, director and/or more than 10% stockholder of NGM
Biopharmaceuticals, Inc. (the "Company"), Forms 3, 4, and 5 in accordance with
Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;
(2)		do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form 3, 4, or 5,
complete and execute any amendment or amendments thereto, and timely file such
form with the SEC and any stock exchange or similar authority; and
(3)	take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.
       	The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted.  The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934.
       	This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.
       	IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of August 21, 2018.

/s/ Mark Leschly
Mark Leschly