0001209191-21-021944.txt : 20210318 0001209191-21-021944.hdr.sgml : 20210318 20210318204441 ACCESSION NUMBER: 0001209191-21-021944 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210318 FILED AS OF DATE: 20210318 DATE AS OF CHANGE: 20210318 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: McGaughy R Kent Jr CENTRAL INDEX KEY: 0001402856 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40215 FILM NUMBER: 21756193 MAIL ADDRESS: STREET 1: 500 CRESCENT COURT STREET 2: SUITE 250 CITY: DALLAS STATE: TX ZIP: 75201 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Instil Bio, Inc. CENTRAL INDEX KEY: 0001789769 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 832072195 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3963 MAPLE AVENUE STREET 2: SUITE 350 CITY: DALLAS STATE: TX ZIP: 75219 BUSINESS PHONE: (972) 499-3350 MAIL ADDRESS: STREET 1: 3963 MAPLE AVENUE STREET 2: SUITE 350 CITY: DALLAS STATE: TX ZIP: 75219 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-03-18 0 0001789769 Instil Bio, Inc. TIL 0001402856 McGaughy R Kent Jr C/O INSTIL BIO, INC. 3963 MAPLE AVENUE, SUITE 350 DALLAS TX 75219 1 0 0 0 Series B Preferred Stock Common Stock 7074608 I See footnote Series C Preferred Stock Common Stock 954182 I See footnote Each share of Series B Preferred Stock and Series C Preferred Stock is convertible at any time at the option of the holder, without payment of additional consideration, into Common Stock, on a one for one basis, has no expiration date and is expected to automatically convert into shares of Common Stock upon the closing of the Issuer's initial public offering. The securities are held by Ibisibill, LP (the "LP"). CPMG, Inc. is the general partner of the LP and has voting and investment control over the shares beneficially owned by the LP. The Reporting Person is the sole shareholder and managing director of CPMG, Inc. and may be deemed to share voting and investment power with respect to the shares beneficially owned by the LP. The Reporting Person disclaims beneficial ownership of the shares beneficially owned by LP except to the extent of any pecuniary interest therein. Exhibit List - Exhibit 24 - Power of Attorney /s/ Madison Jones, Attorney-in-Fact 2021-03-18 EX-24.3_974410 2 poa.txt POA DOCUMENT Exhibit 24 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Sandeep Laumas, M.D., Jaime Walkowiak, Divakar Gupta, Madison Jones and Erika Kaneko, signing individually, the undersigned's true and lawful attorneys-in-fact and agents to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer, director or beneficial owner of more than 10% of a registered class of securities of Instil Bio, Inc. (the "Company"), Forms 3, 4 and 5 (including any amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") and the rules thereunder and a Form ID, Uniform Application for Access Codes to File on EDGAR; (2) do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to execute such Forms 3, 4 or 5 or Form ID (including any amendments thereto) and timely file such forms with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any nature whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit, 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 Exchange Act. This Power of Attorney shall remain in full force and effect until the earliest to occur of (a) 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, (b) revocation by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact or (c) as to any attorney-in-fact individually, until such attorney-in-fact is no longer employed by the Company or Cooley LLP. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of March 10, 2021. /s/ R. Kent McGaughy R. Kent McGaughy