SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
	Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person* Avalon Ventures XI, L.P. (Last) (First) (Middle) 1134 KLINE STREET (Street) LA JOLLA CA 92037 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Janux Therapeutics, Inc. [ JANX ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 02/29/2024
	4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/29/2024		J(1)		438,722	D	$0	3,948,495	D(2)
Common Stock	02/29/2024		J(3)		11,388	A	$0	11,388	I	By Avalon Ventures XI GP LLC(4)
Common Stock	02/29/2024		J(5)		11,388	D	$0	0	I	By Avalon Ventures XI GP LLC(4)
Common Stock	02/29/2024		J(6)		447,949	D	$0	4,031,543	I	By Avalon BioVentures SPV I, LP(7)
Common Stock	02/29/2024		J(8)		31,456	A	$0	31,456	I	By ABV SPV I GP LLC(9)
Common Stock	02/29/2024		J(10)		31,456	D	$0	0	I	By ABV SPV I GP LLC(9)
Common Stock	02/29/2024		J(11)		84,985	D	$0	764,869	I	By Avalon BioVentures I, LP(12)
Common Stock	02/29/2024		J(13)		1,700	A	$0	1,700	I	By Avalon BioVentures GP LLC(14)
Common Stock	02/29/2024		J(15)		1,700	D	$0	0	I	By Avalon BioVentures GP LLC(14)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* Avalon Ventures XI, L.P. (Last) (First) (Middle) 1134 KLINE STREET (Street) LA JOLLA CA 92037 (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* Avalon BioVentures SPV I, L.P. (Last) (First) (Middle) 1134 KLINE STREET (Street) LA JOLLA CA 92037 (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* Avalon BioVentures I, LP (Last) (First) (Middle) 1134 KLINE STREET (Street) LA JOLLA CA 92037 (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. Represents a pro-rata, in-kind distribution, and not a purchase or sale of securities, by Avalon Ventures XI LP (Avalon Ventures) to its general partner and limited partners without additional consideration.

2. The shares are held directly by Avalon Ventures. Avalon Ventures XI GP, LLC (Avalon XI GP) is the general partner of Avalon Ventures and may be deemed to beneficially own the shares held by Avalon Ventures. Each of the Reporting Persons disclaims beneficial ownership of these shares except to the extent of its respective pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

3. Represents receipt of shares in the distribution in kind described in footnote (1).

4. The shares are held directly by Avalon XI GP. Avalon XI GP is the general partner of Avalon Ventures. Each of the Reporting Persons disclaims beneficial ownership of these shares except to the extent of its respective pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

5. Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Avalon XI GP to its members without additional consideration.

6. Represents a pro rata, in-kind distribution, and not a purchase or sale of securities by Avalon BioVentures SPV I, LP (ABV SPV) to its general partner and limited partners without additional consideration.

7. The shares are directly held by ABV SPV. ABV SPV I GP LLC (ABV SPV GP) is the general partner of ABV SPV and may be deemed to beneficially own the shares held by ABV SPV. Each of the Reporting Persons disclaims beneficial ownership of these shares except to the extent of its respective pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

8. Represents receipt of shares in the distribution in kind described in footnote (6).

9. The shares are held directly by ABV SPV GP. ABV SPV GP is the general partner of ABV SPV. Each of the Reporting Persons disclaims beneficial ownership of these shares except to the extent of its respective pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

10. Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by ABV SPV GP to its members without additional consideration.

11. Represents a pro-rata, in kind distribution, and not a purchase or sale of securities, by Avalon BioVentures I, LP (ABV I) to its general partner and limited partners without additional consideration.

12. The shares are held directly by ABV I. Avalon BioVentures GP, LLC (ABV GP) is the general partner of ABV I and may be deemed to beneficially own the shares held by ABV I. Each of the Reporting Persons disclaims beneficial ownership of these shares except to the extent of its respective pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

13. Represents receipt of shares in the distribution in kind described in footnote (11).

14. The shares are held directly by ABV GP. ABV GP is the general partner of ABV I. Each of the Reporting Persons disclaims beneficial ownership of these shares except to the extent of its respective pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

15. Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by ABV GP to its members without additional consideration.

	Avalon Ventures XI, L.P. By: Avalon Ventures XI GP, LLC, its general partner, By /s/ Jay B. Lichter, Authorized Signatory	03/04/2024
	Avalon BioVentures SPV I, LP By: ABV SPV I GP, LLC, its general partner, By /s/ Jay B. Lichter, Authorized Signatory	03/04/2024
	Avalon BioVentures I, LP By: Avalon BioVentures GP, LLC, its general partner, By /s/ Jay B. Lichter, Authorized Signatory	03/04/2024
	** 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 4 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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