SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Versant Ventures V, LLC

(Last)

(First)

(Middle)

ONE SANSOME STREET, SUITE 1650

(Street)

SAN FRANCISCO

94104

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/20/2023

3. Issuer Name and Ticker or Trading Symbol
Turnstone Biologics Corp. [ TSBX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	988,832	⁽¹⁾	I	By Versant Venture Capital V, L.P.⁽²⁾
Series A Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	75,255	⁽¹⁾	I	By Versant Venture Capital V (Canada) LP⁽³⁾
Series A Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	32,971	⁽¹⁾	I	By Versant Ophthalmic Affiliates Fund I, L.P.⁽⁴⁾
Series A Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	29,744	⁽¹⁾	I	By Versant Affiliates Fund V, L.P.⁽⁵⁾
Series B-1 Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	442,055	⁽¹⁾	I	By Versant Venture Capital V, L.P.⁽²⁾
Series B-1 Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	33,642	⁽¹⁾	I	By Versant Venture Capital V (Canada) LP⁽³⁾
Series B-1 Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	14,739	⁽¹⁾	I	By Versant Ophthalmic Affiliates Fund I, L.P.⁽⁴⁾
Series B-1 Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	13,297	⁽¹⁾	I	By Versant Affiliates Fund V, L.P.⁽⁵⁾
Series B-2 Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	957,787	⁽¹⁾	I	By Versant Venture Capital V, L.P.⁽²⁾
Series B-2 Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	72,892	⁽¹⁾	I	By Versant Venture Capital V (Canada) LP⁽³⁾
Series B-2 Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	31,936	⁽¹⁾	I	By Versant Ophthalmic Affiliates Fund I, L.P.⁽⁴⁾
Series B-2 Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	28,810	⁽¹⁾	I	By Versant Affiliates Fund V, L.P.⁽⁵⁾
Series C Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	140,190	⁽¹⁾	I	By Versant Venture Capital V, L.P.⁽²⁾
Series C Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	10,669	⁽¹⁾	I	By Versant Venture Capital V (Canada) LP⁽³⁾
Series C Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	4,667	⁽¹⁾	I	By Versant Ophthalmic Affiliates Fund I, L.P.⁽⁴⁾
Series C Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	4,216	⁽¹⁾	I	By Versant Affiliates Fund V, L.P.⁽⁵⁾
Series D Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	274,990	⁽¹⁾	I	By Versant Vantage II, L.P.⁽⁶⁾

1. Name and Address of Reporting Person^*

Versant Ventures V, LLC

(Last)

(First)

(Middle)

ONE SANSOME STREET, SUITE 1650

(Street)

SAN FRANCISCO

94104

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Versant Venture Capital V, L.P.

(Last)

(First)

(Middle)

ONE SANSOME STREET, SUITE 1650

(Street)

SAN FRANCISCO

94104

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Versant Ophthalmic Affiliates I, L.P.

(Last)

(First)

(Middle)

ONE SANSOME STREET, SUITE 1650

(Street)

SAN FRANCISCO

94104

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Versant Affiliates Fund V, L.P.

(Last)

(First)

(Middle)

ONE SANSOME STREET, SUITE 1650

(Street)

SAN FRANCISCO

94104

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Versant Ventures V GP-GP (Canada), Inc.

(Last)

(First)

(Middle)

ONE SANSOME STREET, SUITE 1650

(Street)

SAN FRANCISCO

94104

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Versant Ventures V (Canada), L.P.

(Last)

(First)

(Middle)

ONE SANSOME STREET, SUITE 1650

(Street)

SAN FRANCISCO

94104

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Versant Venture Capital V (Canada), LP

(Last)

(First)

(Middle)

ONE SANSOME STREET, SUITE 1650

(Street)

SAN FRANCISCO

94104

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Versant Vantage II GP-GP, LLC

(Last)

(First)

(Middle)

ONE SANSOME STREET, SUITE 1650

(Street)

SAN FRANCISCO

94104

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Versant Vantage II GP, L.P.

(Last)

(First)

(Middle)

ONE SANSOME STREET, SUITE 1650

(Street)

SAN FRANCISCO

94104

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Versant Vantage II, L.P.

(Last)

(First)

(Middle)

ONE SANSOME STREET, SUITE 1650

(Street)

SAN FRANCISCO

94104

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Each share of Series A Preferred Stock, Series B-1 Preferred Stock, Series, Series B-2 Preferred Stock, Series C Preferred Stock and Series D Preferred Stock will automatically convert into shares of Common Stock on a 7.9872 for 1 basis immediately prior to the closing of the Issuer's initial public offering and have no expiration date.

2. Shares are held by Versant Venture Capital V, L.P. ("Versant V"). Versant Ventures V, LLC ("Versant V GP") is the sole general partner of Versant V. Jerel C. Davis is a managing director of Versant V GP and may be deemed to share voting and dispositive power over the shares held by Versant V. Each of the Reporting Persons disclaims beneficial ownership of the shares held by Versant V, except to the extent of its respective pecuniary interest therein. Dr. Davis is a director of the Issuer and files separate Section 16 reports.

3. Shares are held by Versant Venture Capital V (Canada) LP ("Canada V"). Versant Ventures V (Canada), L.P. ("Canada V GP") is the general partner of Canada V and Versant Ventures V GP-GP (Canada), Inc. ("Canada V GP-GP") is the sole general partner of Canada V GP. Jerel C. Davis is a director of Canada V GP-GP and may be deemed to share voting and dispositive power over the shares held by Canada V. Each of the Reporting Persons disclaims beneficial ownership of the shares held by Canada V, except to the extent of its respective pecuniary interest therein. Dr. Davis is a director of the Issuer and files separate Section 16 reports.

4. Shares are held by Versant Ophthalmic Affiliates Fund I, L.P. ("Ophthalmic"). Versant V GP is the sole general partner of Ophthalmic. Jerel C. Davis is a managing director of Versant V GP and may be deemed to share voting and dispositive power over the shares held by Ophthalmic. Each of the Reporting Persons disclaims beneficial ownership of the shares held by Ophthalmic, except to the extent of its respective pecuniary interest therein. Dr. Davis is a director of the Issuer and files separate Section 16 reports.

5. Shares are held by Versant Affiliates Fund V, L.P. ("Affiliates V"). Versant V GP is the sole general partner of Affiliates V. Jerel C. Davis is a managing director of Versant V GP and may be deemed to share voting and dispositive power over the shares held by Affiliates V. Each of the Reporting Persons disclaims beneficial ownership of the shares held by Affiliates, except to the extent of its respective pecuniary interest therein. Dr. Davis is a director of the Issuer and files separate Section 16 reports.

6. Shares held by Versant Vantage II, L.P. ("Vantage II"). Versant Vantage II GP, L.P. ("Vantage II GP") is the sole general partner of Vantage II and Versant Vantage II GP-GP, LLC (Vantage II GP-GP") is the sole general partner of Vantage II GP. Jerel C. Davis is a managing director of Vantage II GP-GP and may be deemed to share voting and dispositive power over the shares held by Vantage II. Each of the Reporting Persons disclaims beneficial ownership of the shares held by Canada V, except to the extent of its respective pecuniary interest therein. Dr. Davis is a director of the Issuer and files separate Section 16 reports.

Remarks:

	Versant Ventures V, LLC, By /s/ Max Eisenberg, Chief Operating Officer	07/20/2023
	Versant Venture Capital V, L.P., By Versant Ventures V, LLC, its general partner, By /s/ Max Eisenberg, Chief Operating Officer	07/20/2023
	Versant Ophthalmic Affiliates Fund I, L.P., By Versant Ventures V, LLC, its general partner, By /s/ Max Eisenberg, Chief Operating Officer	07/20/2023
	Versant Affiliates Fund V, L.P., By Versant Ventures V, LLC, its general partner, By /s/ Max Eisenberg, Chief Operating Officer	07/20/2023
	Versant Ventures V GP-GP (Canada), Inc., By /s/ Max Eisenberg, Chief Operating Officer	07/20/2023
	Versant Ventures V (Canada), L.P., By Versant Ventures V GP-GP (Canada), Inc., its general partner, By /s/ Max Eisenberg, Chief Operating Officer	07/20/2023
	Versant Venture Capital V (Canada), LP, By Versant Ventures V (Canada), L.P., its general partner, By Versant Ventures V GP-GP (Canada), Inc., its general partner, By /s/ Max Eisenberg, Chief Operating Officer	07/20/2023
	Versant Vantage II GP-GP, LLC, By /s/ Max Eisenberg, Chief Operating Officer	07/20/2023
	Versant Vantage II GP, L.P., By Versant Vantage II GP-GP, LLC, its general partner, By /s/ Max Eisenberg, Chief Operating Officer	07/20/2023
	Versant Vantage II, L.P., By Versant Vantage II GP, L.P., its general partner, By Versant Vantage II GP-GP, LLC, its general partner, By /s/ Max Eisenberg, Chief Operating Officer	07/20/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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