0001209191-21-048716.txt : 20210729 0001209191-21-048716.hdr.sgml : 20210729 20210729213741 ACCESSION NUMBER: 0001209191-21-048716 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210729 FILED AS OF DATE: 20210729 DATE AS OF CHANGE: 20210729 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BIOS Fund III QP, LP CENTRAL INDEX KEY: 0001791916 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39692 FILM NUMBER: 211129771 BUSINESS ADDRESS: STREET 1: 1751 RIVER RUN, SUITE 400 CITY: FORT WORTH STATE: TX ZIP: 76107 BUSINESS PHONE: 817.984.9197 MAIL ADDRESS: STREET 1: 1751 RIVER RUN, SUITE 400 CITY: FORT WORTH STATE: TX ZIP: 76107 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Fletcher Aaron G.L. CENTRAL INDEX KEY: 0001789490 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39692 FILM NUMBER: 211129774 MAIL ADDRESS: STREET 1: 1751 RIVER RUN STREET 2: SUITE 400 CITY: FT WORTH STATE: TX ZIP: 76107 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BIOS Fund III NT, LP CENTRAL INDEX KEY: 0001791910 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39692 FILM NUMBER: 211129772 BUSINESS ADDRESS: STREET 1: 1751 RIVER RUN, SUITE 400 CITY: FORT WORTH STATE: TX ZIP: 76107 BUSINESS PHONE: 817.984.9197 MAIL ADDRESS: STREET 1: 1751 RIVER RUN, SUITE 400 CITY: FORT WORTH STATE: TX ZIP: 76107 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BIOS Capital Management, LP CENTRAL INDEX KEY: 0001813845 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39692 FILM NUMBER: 211129770 BUSINESS ADDRESS: STREET 1: 1751 RIVER RUN STREET 2: SUITE 400 CITY: FORT WORTH STATE: TX ZIP: 76107 BUSINESS PHONE: 817-984-9197 MAIL ADDRESS: STREET 1: 1751 RIVER RUN STREET 2: SUITE 400 CITY: FORT WORTH STATE: TX ZIP: 76107 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BIOS Fund III, LP CENTRAL INDEX KEY: 0001791917 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39692 FILM NUMBER: 211129773 BUSINESS ADDRESS: STREET 1: 1751 RIVER RUN, SUITE 400 CITY: FORT WORTH STATE: TX ZIP: 76107 BUSINESS PHONE: 817.984.9197 MAIL ADDRESS: STREET 1: 1751 RIVER RUN, SUITE 400 CITY: FORT WORTH STATE: TX ZIP: 76107 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BIOS Advisors GP, LLC CENTRAL INDEX KEY: 0001813844 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39692 FILM NUMBER: 211129769 BUSINESS ADDRESS: STREET 1: 1751 RIVER RUN STREET 2: SUITE 400 CITY: FORT WORTH STATE: TX ZIP: 76107 BUSINESS PHONE: 817-984-9197 MAIL ADDRESS: STREET 1: 1751 RIVER RUN STREET 2: SUITE 400 CITY: FORT WORTH STATE: TX ZIP: 76107 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: IN8BIO, INC. CENTRAL INDEX KEY: 0001740279 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 825462585 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 79 MADISON AVENUE, 2ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: (646) 600-6438 MAIL ADDRESS: STREET 1: 79 MADISON AVENUE, 2ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 FORMER COMPANY: FORMER CONFORMED NAME: Incysus Therapeutics, Inc. DATE OF NAME CHANGE: 20180510 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-07-29 0 0001740279 IN8BIO, INC. INAB 0001789490 Fletcher Aaron G.L. C/O BIOS EQUITY PARTNERS 1751 RIVER RUN, SUITE 400 FORT WORTH TX 76107 0 0 1 0 0001791917 BIOS Fund III, LP 1751 RIVER RUN SUITE 400 FORT WORTH TX 76107 0 0 1 0 0001791910 BIOS Fund III NT, LP 1751 RIVER RUN SUITE 400 FORT WORTH TX 76107 0 0 1 0 0001791916 BIOS Fund III QP, LP 1751 RIVER RUN SUITE 400 FORT WORTH TX 76107 0 0 1 0 0001813845 BIOS Capital Management, LP 1751 RIVER RUN SUITE 400 FORT WORTH TX 76107 0 0 1 0 0001813844 BIOS Advisors GP, LLC 1751 RIVER RUN SUITE 400 FORT WORTH TX 76107 0 0 1 0 Series A Preferred Stock Common Stock 574432 I See footnote Series A Preferred Stock Common Stock 1876624 I See footnote Series A Preferred Stock Common Stock 251211 I See footnote Series A Preferred Stock Common Stock 997433 I See footnote Series A Preferred Stock Common Stock 340712 I See footnote Series A Preferred Stock Common Stock 2225316 I See footnote Series A Preferred Stock Common Stock 359374 I See footnote Each share of Series A Preferred Stock is convertible at any time at the option of the holder, without payment of additional consideration, into Common Stock, on a 1.0997 for 1 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 directly held by Bios Fund II, LP ("Bios Fund II"). Bios Equity Partners II, LP ("Bios Equity II") is the general partner of the following entities: Bios Fund II, Bios Fund II QP, LP ("Bios Fund II QP"), Bios Fund II NT, LP ("Bios Fund II NT") and BIOS Incysus Co-Invest I, LP ("BIOS Incysus"). Bios Equity Partners III, LP ("Bios Equity III") is the general partner of the following entities: Bios Fund III, LP ("Bios Fund III"), Bios Fund III QP, LP ("Bios Fund III QP") and Bios Fund III NT, LP ("Bios Fund III NT"). Bios Capital Management, LP ("Bios Management") and Cavu Management, LP ("Cavu Management") are the general partners of Bios Equity II and Bios Equity III. Bios Advisors GP, LLC ("Bios Advisors") is the general partner of Bios Management. Cavu Advisors LLC ("Cavu Advisors") is the general partner of Cavu Management. Bios Management and Bios Advisors are entities managed and controlled by Aaron G.L. Fletcher. Cavu Management and Cavu Advisors are entities managed and controlled by Leslie W. Kreis, Jr. Mr. Fletcher, Bios Management and Bios Advisors each share voting and investment control with respect to the shares held by Bios Fund II, Bios Fund II QP, Bios Fund II NT, BIOS Incysus, Bios Fund III, Bios Fund III QP and Bios Fund III NT (collectively, the "Bios Equity Entities"). Because of the relationship between Mr. Fletcher, Bios Management, Bios Advisors and the Bios Equity Entities, Mr. Fletcher, Bios Management and Bios Advisors each may be deemed to beneficially own the shares held directly by the Bios Equity Entities. Mr. Kreis, Cavu Management and Cavu Advisors each share voting and investment control with respect to the shares held by the Bios Equity Entities. Because of the relationship between Mr. Kreis, Cavu Management, Cavu Advisors and the Bios Equity Entities, Mr. Kreis, Cavu Management and Cavu Advisors each may be deemed to beneficially own the shares held directly by the Bios Equity Entities. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise. The securities are directly held by Bios Fund II QP. The securities are directly held by Bios Fund II NT. The securities are directly held by BIOS Incysus. The securities are directly held by Bios Fund III. The securities are directly held by Bios Fund III QP. The securities are directly held by Bios Fund III NT. This Form 3 is the second of two Forms 3 filed relating to the same event. The Form 3 has been split into two filings because there are more than 10 reporting persons in total, and the SEC's EDGAR filing system limits a single Form 3 to a maximum of 10 reporting person. The first Form 3 was filed by Leslie W. Kreis, Jr. as the designated filer. /s/ Aaron Glenn Louis Fletcher 2021-07-29 Bios Fund III, LP, By: Bios Equity Partners III, LP, its general partner, By: Bios Capital Management, LP, its general partner, By: Bios Advisors GP, LLC, its general partner, By: /s/ Aaron Glenn Louis Fletcher, Manager 2021-07-29 Bios Fund III NT, LP, By: Bios Equity Partners III, LP, its general partner, By: Bios Capital Management, LP, its general partner, By: Bios Advisors GP, LLC, its general partner, By: /s/ Aaron Glenn Louis Fletcher, Manager 2021-07-29 Bios Fund III QP, LP, By: Bios Equity Partners III, LP, its general partner, By: Bios Capital Management, LP, its general partner, By: Bios Advisors GP, LLC, its general partner, By: /s/ Aaron Glenn Louis Fletcher, Manager 2021-07-29 Bios Capital Management, LP, By: Bios Advisors GP, LLC, its general partner By: /s/ Aaron Glenn Louis Fletcher, its Manager 2021-07-29 Bios Advisors GP, LLC, By: /s/ Aaron Glenn Louis Fletcher, its Manager 2021-07-29