0000899243-21-017381.txt : 20210429 0000899243-21-017381.hdr.sgml : 20210429 20210429164936 ACCESSION NUMBER: 0000899243-21-017381 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20210429 FILED AS OF DATE: 20210429 DATE AS OF CHANGE: 20210429 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Arkin Moshe CENTRAL INDEX KEY: 0001321178 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40366 FILM NUMBER: 21871562 MAIL ADDRESS: STREET 1: 6 HACHOSHLIM ST. CITY: HERZELIA STATE: L3 ZIP: 4672406 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Arkin Bio Ventures GPGP Ltd. CENTRAL INDEX KEY: 0001858707 STATE OF INCORPORATION: L3 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40366 FILM NUMBER: 21871563 BUSINESS ADDRESS: STREET 1: 6 HA CHOSHLIM ST. STREET 2: BUILDING C, 6TH FLOOR CITY: HERZLIYA STATE: L3 ZIP: 4672406 BUSINESS PHONE: 972-97883330 MAIL ADDRESS: STREET 1: 6 HA CHOSHLIM ST. STREET 2: BUILDING C, 6TH FLOOR CITY: HERZLIYA STATE: L3 ZIP: 4672406 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Arkin Bio Ventures 2 L.P. CENTRAL INDEX KEY: 0001858705 STATE OF INCORPORATION: L3 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40366 FILM NUMBER: 21871564 BUSINESS ADDRESS: STREET 1: 6 HA CHOSHLIM ST. STREET 2: BUILDING C, 6TH FLOOR CITY: HERZLIYA STATE: L3 ZIP: 4672406 BUSINESS PHONE: 972-97883330 MAIL ADDRESS: STREET 1: 6 HA CHOSHLIM ST. STREET 2: BUILDING C, 6TH FLOOR CITY: HERZLIYA STATE: L3 ZIP: 4672406 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Werewolf Therapeutics, Inc. CENTRAL INDEX KEY: 0001785530 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 823523180 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1030 MASSACHUSETTS AVENUE STREET 2: SUITE 210 CITY: CAMBRIDGE STATE: MA ZIP: 02138 BUSINESS PHONE: 617-952-0555 MAIL ADDRESS: STREET 1: 1030 MASSACHUSETTS AVENUE STREET 2: SUITE 210 CITY: CAMBRIDGE STATE: MA ZIP: 02138 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-04-29 0 0001785530 Werewolf Therapeutics, Inc. HOWL 0001858705 Arkin Bio Ventures 2 L.P. 6 HACHOSHLIM STREET HERZLIYA PITUACH L3 4672406 ISRAEL 0 0 1 0 0001858707 Arkin Bio Ventures GPGP Ltd. 6 HACHOSHLIM STREET BUILDING C HERZLIYA PITUACH L3 4672406 ISRAEL 0 0 1 0 0001321178 Arkin Moshe 6 HACHOSHLIM ST. HERZELIA L3 4672406 ISRAEL 0 0 1 0 Series A Preferred Stock Common Stock 1235917 I See footnote Series B Preferred Stock Common Stock 410717 I See footnote The Series A Preferred Stock is convertible into common stock on a 8.6691-for-1 basis into the number of shares of common stock shown in Column 3 without payment of further consideration at the holder's election or upon closing of the initial public offering of the Issuer's common stock. The shares have no expiration date. The securities are held by Arkin Bio Ventures 2 L.P. (the "Fund"). The general partner of the Fund is Arkin Bio Ventures GP, the general partner of which is Arkin Bio Ventures GPGP Ltd. Moshe Arkin is the sole shareholder and chairman of the board of Arkin Bio Ventures GPGP Ltd. As a result, each of Arkin Bio Ventures GP, Arkin Bio Ventures GPGP Ltd. and Mr. Arkin may be deemed to share voting and investment power with respect to the shares held by the Fund. The Series B Preferred Stock is convertible into common stock on a 8.6691-for-1 basis into the number of shares of common stock shown in Column 3 without payment of further consideration at the holder's election or upon closing of the initial public offering of the Issuer's common stock. The shares have no expiration date. This Form 3 shall not be construed as an admission by any of the Reporting Persons or any other entity named in this Form 3 that it is the beneficial owner of any of the securities covered by this Form 3, and each such Reporting Person or entity disclaims beneficial ownership of any such securities, except to the extent of its pecuniary interest therein. Exhibit List: Exhibit 24.1 - Power of Attorney by Arkin Bio Ventures 2 L.P. Exhibit 24.2 - Power of Attorney by Arkin Bio Ventures GPGP Ltd. Exhibit 24.3 - Power of Attorney by Moshe Arkin Arkin Bio Ventures 2 L.P., By: Its ultimate General Partner, Arkin Bio Ventures GPGP Ltd., By: Its sole shareholder and Chairman of the Board, Moshe Arkin, By: /s/ Yair Ben Yosef, attorney-in-fact 2021-04-29 Arkin Bio Ventures GPGP Ltd., By: Its sole shareholder and Chairman of the Board, Moshe Arkin, By: /s/ Yair Ben Yosef, attorney-in-fact 2021-04-29 Moshe Arkin, By: /s/ Yair Ben Yosef, attorney-in-fact 2021-04-29 EX-24.1 2 attachment1.htm EX-24.1 DOCUMENT 
                                                                    Exhibit 24.1
                                POWER OF ATTORNEY

    Know all by these presents, that the undersigned hereby constitutes and
appoints each of Yair Ben Yosef and Danny Kleinhendler, signing singly, the
undersigned's true and lawful attorney-in-fact to:

  1.  prepare, execute in the undersigned's name and on the undersigned's
      behalf, and submit to the U.S. Securities and Exchange Commission (the
      "SEC") a Form ID, including amendments thereto, and any other documents
      necessary or appropriate to obtain codes and passwords enabling the
      undersigned to make electronic filings with the SEC of reports required by
      Section 16(a) of the Securities Exchange Act of 1934 or any rule or
      regulation of the SEC;

  2.  execute for and on behalf of the undersigned, in the undersigned's
      capacity as a 10% owner of Wolverine Therapeutics, LLC (the "Company"),
      Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities
      Exchange Act of 1934 and the rules thereunder, and any other forms or
      reports the undersigned may be required to file in connection with the
      undersigned's ownership, acquisition, or disposition of securities of the
      Company;

  3.  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, or other form or report, and timely file such form or report
      with the SEC and any stock exchange or similar authority; and

  4.  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 this 29th day of April, 2021.

ARKIN BIO VENTURES 2 L.P.
BY ITS ULTIMATE GENERAL PARTNER: ARKIN BIO VENTURES GPGP LTD.
BY ITS SOLE SHAREHOLDER AND CHAIRMAN OF THE BOARD: MOSHE ARKIN

By:   /s/ Moshe Arkin
      --------------------------------
Name: Moshe Arkin
Title: Director of its General Partner
EX-24.2 3 attachment2.htm EX-24.2 DOCUMENT 
                                                                    Exhibit 24.2
                               POWER OF ATTORNEY

    Know all by these presents, that the undersigned hereby constitutes and
appoints each of Yair Ben Yosef and Danny Kleinhendler, signing singly, the
undersigned's true and lawful attorney-in-fact to:

  1.  prepare, execute in the undersigned's name and on the undersigned's
      behalf, and submit to the U.S. Securities and Exchange Commission (the
      "SEC") a Form ID, including amendments thereto, and any other documents
      necessary or appropriate to obtain codes and passwords enabling the
      undersigned to make electronic filings with the SEC of reports required by
      Section 16(a) of the Securities Exchange Act of 1934 or any rule or
      regulation of the SEC;

  2.  execute for and on behalf of the undersigned, in the undersigned's
      capacity as a 10% owner of Wolverine Therapeutics, LLC (the "Company"),
      Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities
      Exchange Act of 1934 and the rules thereunder, and any other forms or
      reports the undersigned may be required to file in connection with the
      undersigned's ownership, acquisition, or disposition of securities of the
      Company;

  3.  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, or other form or report, and timely file such form or report with
      the SEC and any stock exchange or similar authority; and

  4.  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 this 29th day of April, 2021.

ARKIN BIO VENTURES GPGP LTD.
BY ITS SOLE SHAREHOLDER AND CHAIRMAN OF THE BOARD: MOSHE ARKIN

By:  /s/ Moshe Arkin
     --------------------------------
Name: Moshe Arkin
Title: Sole shareholder and Chairman of the Board
EX-24.3 4 attachment3.htm EX-24.3 DOCUMENT 
                                                                    Exhibit 24.3
                               POWER OF ATTORNEY

    Know all by these presents, that the undersigned hereby constitutes and
appoints each of Yair Ben Yosef and Danny Kleinhendler, signing singly, the
undersigned's true and lawful attorney-in-fact to:

  1.  prepare, execute in the undersigned's name and on the undersigned's
      behalf, and submit to the U.S. Securities and Exchange Commission (the
      "SEC") a Form ID, including amendments thereto, and any other documents
      necessary or appropriate to obtain codes and passwords enabling the
      undersigned to make electronic filings with the SEC of reports required by
      Section 16(a) of the Securities Exchange Act of 1934 or any rule or
      regulation of the SEC;

  2.  execute for and on behalf of the undersigned, in the undersigned's
      capacity as a 10% owner of Wolverine Therapeutics, LLC (the "Company"),
      Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities
      Exchange Act of 1934 and the rules thereunder, and any other forms or
      reports the undersigned may be required to file in connection with the
      undersigned's ownership, acquisition, or disposition of securities of the
      Company;

  3.  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, or other form or report, and timely file such form or report with
      the SEC and any stock exchange or similar authority; and

  4.  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 this 29th day of April, 2021.

By: /s/ Moshe Arkin
    -------------------------------
Name: Moshe Arkin