0001209191-21-041058.txt : 20210616 0001209191-21-041058.hdr.sgml : 20210616 20210616182007 ACCESSION NUMBER: 0001209191-21-041058 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210615 FILED AS OF DATE: 20210616 DATE AS OF CHANGE: 20210616 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Thompson Peter A. CENTRAL INDEX KEY: 0001357522 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40475 FILM NUMBER: 211022698 MAIL ADDRESS: STREET 1: C/O ANTHERA PHARMACEUTICALS, INC. STREET 2: 25801 INDUSTRIAL BOULEVARD, SUITE B CITY: HAYWARD STATE: CA ZIP: 94545 FORMER NAME: FORMER CONFORMED NAME: Thompson Peter A DATE OF NAME CHANGE: 20060327 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Janux Therapeutics, Inc. CENTRAL INDEX KEY: 0001817713 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 822289112 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 11099 TORREY PINES PARK ROAD CITY: SAN DIEGO STATE: CA ZIP: 92037 BUSINESS PHONE: 858-750-4700 MAIL ADDRESS: STREET 1: 11099 TORREY PINES PARK ROAD CITY: SAN DIEGO STATE: CA ZIP: 92037 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-06-15 0 0001817713 Janux Therapeutics, Inc. JANX 0001357522 Thompson Peter A. C/O JANUX THERAPEUTICS, INC. 11099 N. TORREY PINES ROAD, SUITE 290 LA JOLLA CA 92037 1 0 0 0 Common Stock 2021-06-15 4 C 0 1348421 A 1348421 I See footnotes Common Stock 2021-06-15 4 C 0 823742 A 2172163 I See footnotes Common Stock 2021-06-15 4 P 0 588203 17.00 A 2760366 I See footnotes Common Stock 2021-06-15 4 C 0 164748 A 164748 I See footnotes Common Stock 2021-06-15 4 P 0 117650 17.00 A 282398 I See footnotes Series A Convertible Preferred Stock 2021-06-15 4 C 0 1052632 D Common Stock 1348421 0 I See footnotes Series B Convertible Preferred Stock 2021-06-15 4 C 0 643046 D Common Stock 823742 0 I See footnotes Series B Convertible Preferred Stock 2021-06-15 4 C 0 128609 D Common Stock 164748 0 I See footnotes Each share of Series A Convertible Preferred Stock and Series B Convertible Preferred Stock (collectively, the "Preferred Stock") converted into 1.281 shares of Common Stock upon the closing of the Issuer's initial public offering without payment of further consideration. Share numbers give effect to such conversion. The Preferred Stock had no expiration date. The securities are held of record by OrbiMed Private Investments VIII, LP ("OPI VIII"). OrbiMed Capital GP VIII LLC ("GP VIII") is the general partner of OPI VIII and OrbiMed Advisors LLC ("Advisors") is the managing member of GP VIII. By virtue of such relationships, GP VIII and Advisors may be deemed to have voting and investment power with respect to the shares held by OPI VIII and as a result may be deemed to have beneficial ownership of such shares. Advisors exercises investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and Jonathan T. Silverstein. The Reporting Person is an employee of Advisors. Each of Advisors, GP VIII, OrbiMed Genesis GP LLC ("Genesis GP"), and the Reporting Person disclaims beneficial ownership of the securities reported herein for purposes of Rule 16(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any such entity or person is a beneficial owner of such securities for purpose of Section 16 of the Exchange Act, or for any other purpose. The shares were purchased in the Issuer's initial public offering. The securities are held of record by OrbiMed Genesis Master Fund, L.P. ("Genesis Fund"). Genesis GP is the general partner of Genesis Fund and Advisors is the managing member of Genesis GP. By virtue of such relationships, Genesis GP and Advisors may be deemed to have voting and investment power with respect to the shares held by Genesis Fund and as a result may be deemed to have beneficial ownership of such shares. Advisors exercises investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and Jonathan T. Silverstein. The Reporting Person is an employee of Advisors. /s/ Tighe Reardon, Attorney-in-Fact 2021-06-16