0001415889-24-013171.txt : 20240514 0001415889-24-013171.hdr.sgml : 20240514 20240514210616 ACCESSION NUMBER: 0001415889-24-013171 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240510 FILED AS OF DATE: 20240514 DATE AS OF CHANGE: 20240514 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RA Capital Healthcare Fund LP CENTRAL INDEX KEY: 0001315082 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39401 FILM NUMBER: 24946767 BUSINESS ADDRESS: STREET 1: 200 BERKELEY STREET STREET 2: 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 6177782500 MAIL ADDRESS: STREET 1: 200 BERKELEY STREET STREET 2: 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 FORMER NAME: FORMER CONFORMED NAME: RA Capital Biotech Fund LP DATE OF NAME CHANGE: 20050121 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RA CAPITAL MANAGEMENT, L.P. CENTRAL INDEX KEY: 0001346824 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39401 FILM NUMBER: 24946768 BUSINESS ADDRESS: STREET 1: 200 BERKELEY STREET, 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 617-778-2500 MAIL ADDRESS: STREET 1: 200 BERKELEY STREET, 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 FORMER NAME: FORMER CONFORMED NAME: RA CAPITAL MANAGEMENT, LLC DATE OF NAME CHANGE: 20051213 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kolchinsky Peter CENTRAL INDEX KEY: 0001384859 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39401 FILM NUMBER: 24946766 MAIL ADDRESS: STREET 1: 200 BERKELEY STREET STREET 2: 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Shah Rajeev M. CENTRAL INDEX KEY: 0001619841 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39401 FILM NUMBER: 24946765 MAIL ADDRESS: STREET 1: 200 BERKELEY STREET STREET 2: 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: iTeos Therapeutics, Inc. CENTRAL INDEX KEY: 0001808865 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 321 ARSENAL STREET STREET 2: BLDG 312, FLOOR 3, SUITE 301 CITY: WATERTOWN STATE: MA ZIP: 02472 BUSINESS PHONE: 857-204-4583 MAIL ADDRESS: STREET 1: 321 ARSENAL STREET STREET 2: BLDG 312, FLOOR 3, SUITE 301 CITY: WATERTOWN STATE: MA ZIP: 02472 4 1 form4-05152024_010506.xml X0508 4 2024-05-10 1 0001808865 iTeos Therapeutics, Inc. ITOS 0001346824 RA CAPITAL MANAGEMENT, L.P. 200 BERKELEY STREET, 18TH FLOOR BOSTON MA 02116 false false false true Former 10% Owner 0001315082 RA Capital Healthcare Fund LP 200 BERKELEY STREET, 18TH FLOOR BOSTON MA 02116 0 0 0 1 Former 10% Owner 0001384859 Kolchinsky Peter C/O RA CAPITAL MANAGEMENT, L.P. 200 BERKELEY STREET, 18TH FLOOR BOSTON MA 02116 0 0 0 1 Former 10% Owner 0001619841 Shah Rajeev M. C/O RA CAPITAL MANAGEMENT, L.P. 200 BERKELEY STREET, 18TH FLOOR BOSTON MA 02116 0 0 0 1 Former 10% Owner 0 Common Stock 2024-05-12 4 J 0 900000 D 2545510 I See footnotes Common Stock 971749 I See footnotes Pre- Funded Warrants (Right to Buy) 0.001 2024-05-10 4 P 0 5714285 17.499 A Common Stock 5714285 5714285 I See footnotes Pre- Funded Warrants (Right to Buy) 0.001 2024-05-12 4 J 0 900000 A Common Stock 900000 6614285 I See footnotes On May 12, 2024, RA Capital Healthcare Fund, L.P. (the "Fund") entered into an exchange agreement with the Issuer, pursuant to which the Fund agreed to exchange 900,000 shares of the Issuer's Common Stock for a pre-funded warrant to purchase up to 900,000 shares of Common Stock. RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and RA Capital Nexus Fund, L.P. (the "Nexus Fund"). The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein. Held directly by the Fund. Held directly by the Nexus Fund. The Pre-Funded Warrants have no expiration date and are exercisable at any time after the date of issuance. A holder of Pre-Funded Warrants may not exercise the Pre-Funded Warrant if the holder, together with its affiliates, would beneficially own more than 9.99% of the number of shares of common stock outstanding immediately after giving effect to such exercise. /s/ Peter Kolchinsky, Manager of RA Capital Management, L.P. 2024-05-14 /s/ Peter Kolchinsky, Manager of RA Capital Healthcare Fund GP, LLC the General Partner of RA Capital Healthcare Fund, L.P. 2024-05-14 /s/ Peter Kolchinsky, individually 2024-05-14 /s/ Rajeev Shah, individually 2024-05-14