0000899243-21-002048.txt : 20210114
0000899243-21-002048.hdr.sgml : 20210114
20210114173041
ACCESSION NUMBER: 0000899243-21-002048
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210112
FILED AS OF DATE: 20210114
DATE AS OF CHANGE: 20210114
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Jovan-Embiricos Morana
CENTRAL INDEX KEY: 0001575745
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39856
FILM NUMBER: 21529746
MAIL ADDRESS:
STREET 1: C/O RADIUS HEALTH, INC.
STREET 2: 201 BROADWAY, 6TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02139
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Globeways Holdings Ltd
CENTRAL INDEX KEY: 0001600769
STATE OF INCORPORATION: D8
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39856
FILM NUMBER: 21529747
BUSINESS ADDRESS:
STREET 1: 3RD FLOOR, GENEVE PLACE
STREET 2: WATERFRONT DRIVE, PO BOX 3175
CITY: ROAD TOWN, TORTOLA
STATE: D8
ZIP: 00000
BUSINESS PHONE: 617-951-8000
MAIL ADDRESS:
STREET 1: 3RD FLOOR, GENEVE PLACE
STREET 2: WATERFRONT DRIVE, PO BOX 3175
CITY: ROAD TOWN, TORTOLA
STATE: D8
ZIP: 00000
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: F2 Vision SCS
CENTRAL INDEX KEY: 0001838409
STATE OF INCORPORATION: N4
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39856
FILM NUMBER: 21529748
BUSINESS ADDRESS:
STREET 1: 74 GRAND RUE
CITY: LUXEMBURG
STATE: N4
ZIP: L-1660
BUSINESS PHONE: 352-277-250-5
MAIL ADDRESS:
STREET 1: 74 GRAND RUE
CITY: LUXEMBURG
STATE: N4
ZIP: L-1660
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: F2 Bioscience I 2017 Ltd
CENTRAL INDEX KEY: 0001838573
STATE OF INCORPORATION: D8
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39856
FILM NUMBER: 21529749
BUSINESS ADDRESS:
STREET 1: 8, RUE SAINT-LEGER
CITY: GENEVA
STATE: V8
ZIP: CH 1205
BUSINESS PHONE: 44-22-317-7842
MAIL ADDRESS:
STREET 1: 8, RUE SAINT-LEGER
CITY: GENEVA
STATE: V8
ZIP: CH 1205
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: F2 MG Ltd
CENTRAL INDEX KEY: 0001767396
STATE OF INCORPORATION: D8
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39856
FILM NUMBER: 21529750
BUSINESS ADDRESS:
STREET 1: PO BOX 3175
STREET 2: ROAD TOWN
CITY: TORTOLA
STATE: D8
ZIP: VG1110
BUSINESS PHONE: 212-490-0060
MAIL ADDRESS:
STREET 1: C/O SINGER, MCKEON INC.
STREET 2: 8 W 38TH ST SUITE 1001
CITY: NEW YORK
STATE: NY
ZIP: 10018
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: F2 - TPO Investments LLC
CENTRAL INDEX KEY: 0001767397
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39856
FILM NUMBER: 21529751
BUSINESS ADDRESS:
STREET 1: 160 GREENTREE DRIVE
STREET 2: SUITE 101
CITY: DOVER
STATE: DE
ZIP: 19904
BUSINESS PHONE: 212-490-0060
MAIL ADDRESS:
STREET 1: C/O SINGER, MCKEON INC.
STREET 2: 8 W 38TH ST SUITE 1001
CITY: NEW YORK
STATE: NY
ZIP: 10018
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: F2 Bio TD, LLC
CENTRAL INDEX KEY: 0001838330
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39856
FILM NUMBER: 21529752
BUSINESS ADDRESS:
STREET 1: 8 WEST 38TH STREET
STREET 2: SUITE 1001
CITY: NEW YORK
STATE: NY
ZIP: 10018
BUSINESS PHONE: 212-490-0060
MAIL ADDRESS:
STREET 1: 8 WEST 38TH STREET
STREET 2: SUITE 1001
CITY: NEW YORK
STATE: NY
ZIP: 10018
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: F2 MC, LLC
CENTRAL INDEX KEY: 0001838426
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39856
FILM NUMBER: 21529753
BUSINESS ADDRESS:
STREET 1: 8 WEST 38TH STREET
STREET 2: SUITE 1001
CITY: NEW YORK
STATE: NY
ZIP: 10018
BUSINESS PHONE: 212-490-0060
MAIL ADDRESS:
STREET 1: 8 WEST 38TH STREET
STREET 2: SUITE 1001
CITY: NEW YORK
STATE: NY
ZIP: 10018
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: F2 GC, LLC
CENTRAL INDEX KEY: 0001840637
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39856
FILM NUMBER: 21529754
BUSINESS ADDRESS:
STREET 1: 8 WEST 38TH STREET
STREET 2: SUITE 10018
CITY: NEW YORK
STATE: NY
ZIP: 10018
BUSINESS PHONE: 999-999-9999
MAIL ADDRESS:
STREET 1: 8 WEST 38TH STREET
STREET 2: SUITE 10018
CITY: NEW YORK
STATE: NY
ZIP: 10018
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Cullinan Management, Inc.
CENTRAL INDEX KEY: 0001789972
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
IRS NUMBER: 813867811
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: ONE MAIN STREET
STREET 2: SUITE 520
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
BUSINESS PHONE: 617-410-4650
MAIL ADDRESS:
STREET 1: ONE MAIN STREET
STREET 2: SUITE 520
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
FORMER COMPANY:
FORMER CONFORMED NAME: Cullinan Oncology, LLC
DATE OF NAME CHANGE: 20191001
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-01-12
0
0001789972
Cullinan Management, Inc.
CGEM
0001575745
Jovan-Embiricos Morana
C/O CULLINAN MANAGEMENT, INC.
ONE MAIN STREET, SUITE 520
CAMBRIDGE
MA
02142
1
0
1
0
0001600769
Globeways Holdings Ltd
C/O LJ PARTNERSHIP, 8, RUE SAINT-LEGER,
GENEVA
V8
CH-1205
SWITZERLAND
0
0
1
0
0001838409
F2 Vision SCS
C/O ATALUX
74 GRAND-RUE
LUXEMBOURG
V8
L-1660
SWITZERLAND
0
0
1
0
0001838573
F2 Bioscience I 2017 Ltd
C/O LJ PARTNERSHIP, 8, RUE SAINT-LEGER,
GENEVA
V8
CH-1205
SWITZERLAND
0
0
1
0
0001767396
F2 MG Ltd
C/O LJ PARTNERSHIP, 8, RUE SAINT-LEGER
GENEVA
V8
CH-1205
SWITZERLAND
0
0
1
0
0001767397
F2 - TPO Investments LLC
C/O SINGER, MCKEON INC.
8 WEST 38TH STREET, SUITE 1001
NEW YORK
NY
10018
0
0
1
0
0001838330
F2 Bio TD, LLC
C/O SINGER, MCKEON INC.
8 WEST 38TH STREET, SUITE 1001
NEW YORK
NY
10018
0
0
1
0
0001838426
F2 MC, LLC
C/O SINGER, MCKEON INC.
8 WEST 38TH STREET, SUITE 1001
NEW YORK
NY
10018
0
0
1
0
0001840637
F2 GC, LLC
C/O SINGER, MCKEON INC.
8 WEST 38TH STREET, SUITE 1001
NEW YORK
NY
10018
0
0
1
0
Common Stock
112507
D
Common Stock
2021-01-12
4
C
0
1136525
A
1136525
I
See Footnote
Common Stock
2021-01-12
4
C
0
2912345
A
2912345
I
See Footnote
Common Stock
2021-01-12
4
C
0
639295
A
639295
I
See Footnote
Common Stock
2021-01-12
4
C
0
455338
A
455338
I
See Footnote
Common Stock
2021-01-12
4
C
0
182135
A
182135
I
See Footnote
Common Stock
2021-01-12
4
C
0
71599
A
526937
I
See Footnote
Common Stock
2021-01-12
4
C
0
143198
A
325333
I
See Footnote
Common Stock
2021-01-12
4
C
0
71599
A
71599
I
See Footnote
Common Stock
2021-01-12
4
C
0
214798
A
214798
I
See Footnote
Common Stock
2021-01-12
4
P
0
95238
21.00
A
622175
I
See Footnote
Common Stock
2021-01-12
4
P
0
104762
21.00
A
104762
I
See Footnote
Series Seed Convertible Preferred Stock
2021-01-12
4
C
0
8000000
0.00
D
Common Stock
1136525
0
I
See Footnote
Series A Convertible Preferred Stock
2021-01-12
4
C
0
20500000
0.00
D
Common Stock
2912345
0
I
See Footnote
Series A Convertible Preferred Stock
2021-01-12
4
C
0
4500000
0.00
D
Common Stock
639295
0
I
See Footnote
Series B Convertible Preferred Stock
2021-01-12
4
C
0
3205128
0.00
D
Common Stock
455338
0
I
See Footnote
Series B Convertible Preferred Stock
2021-01-12
4
C
0
1282051
0.00
D
Common Stock
182135
0
I
See Footnote
Series C Convertible Preferred Stock
2021-01-12
4
C
0
503988
0.00
D
Common Stock
71599
0
I
See Footnote
Series C Convertible Preferred Stock
2021-01-12
4
C
0
1007977
0.00
D
Common Stock
143198
0
I
See Footnote
Series C Convertible Preferred Stock
2021-01-12
4
C
0
503988
0.00
D
Common Stock
71599
0
I
See Footnote
Series C Convertible Preferred Stock
2021-01-12
4
C
0
1511966
0.00
D
Common Stock
214798
0
I
See Footnote
Each share of Series Seed Preferred Stock, Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock (the "Preferred Stock') converted into Common Stock of the Issuer on a 1-for-7.0390 basis at the closing of the Issuer's initial public offering on January 12, 2021. The Preferred Stock had no expiration date.
These securities are owned directly by Globeways Holdings Limited ("Globeways"). The Reporting Person is the founding director of Globeways and has the sole power to vote upon the acquisition, holding and disposal of all shares held by Globeways. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
These securities are owned directly by F2 Vision SCS ("F2 Vision"). F2 Vision Management Sarl ("F2 Vision Management") is the appointed manager of F2 Vision. The Reporting Person is the founding director of F2 Vision Management and has the sole power to vote upon the acquisition, holding and disposal of all shares held by F2 Vision. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
These securities are owned directly by F2 Bioscience I 2017 Limited ("F2 Bioscience 2017"). Globeways is the appointed manager of F2 Bioscience 2017. The Reporting Person is the founding director of Globeways and has the sole power to vote upon the acquisition, holding and disposal of all shares held by F2 Bioscience 2017. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
These securities are owned directly by F2-TPO Investments, LLC ("F2-TPO"). Globeways Holdings II Limited ("Globeways II") is the appointed manager of F2-TPO. The Reporting Person is the founding director of Globeways II and has the sole power to vote upon the acquisition, holding and disposal of all shares held by F2-TPO. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
These securities are owned directly by F2 MG Limited ("F2 MG"). Globeways is the appointed manager of F2 MG. The Reporting Person is the founding director of Globeways and has the sole power to vote upon the acquisition, holding and disposal of all shares held by F2 MG. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
These securities are owned directly by F2 Bio TD, LLC ("F2 Bio"). Globeways II is the appointed manager of F2 Bio. The Reporting Person is the founding director of Globeways II and has the sole power to vote upon the acquisition, holding and disposal of all shares held by F2 Bio. . The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
These securities are owned directly by F2 MC, LLC ("F2 MC"). Globeways II is the appointed manager of F2 MC. The Reporting Person is the founding director of Globeways II and has the sole power to vote upon the acquisition, holding and disposal of all shares held by F2 MC. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
These securities are owned directly by F2 GC LLC ("F2 GC"). Globeways II is the appointed manager of F2 GC. The Reporting Person is the founding director of Globeways II and has the sole power to vote upon the acquisition, holding and disposal of all shares held by F2 GC. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
/s/ Morana Jovan-Embiricos
2021-01-14
/s/ Morana Jovan-Embiricos for Globeways Holdings Limited
2021-01-14
/s/ Alain Renard and Christian Francois for F2 Vision SCS
2021-01-14
/s/ Rachel Higham and Ivan Bedford for F2 Bioscience I 2017 Limited
2021-01-14
/s/ Morana Jovan-Embiricos for F2-TPO Investments, LLC
2021-01-14
/s/ Rachel Higham and Ivan Bedford for F2 MG Limited
2021-01-14
/s/ Morana Jovan-Embiricos for F2 Bio TD, LLC
2021-01-14
/s/ Morana Jovan-Embiricos for F2 MC, LLC
2021-01-14
/s/ Morana Jovan-Embiricos for F2 GC, LLC
2021-01-14