0000899243-21-020975.txt : 20210527 0000899243-21-020975.hdr.sgml : 20210527 20210527203236 ACCESSION NUMBER: 0000899243-21-020975 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210527 FILED AS OF DATE: 20210527 DATE AS OF CHANGE: 20210527 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOYAL ARJUN CENTRAL INDEX KEY: 0001861844 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40445 FILM NUMBER: 21975363 MAIL ADDRESS: STREET 1: C/O CENTESSA PHARMACEUTICALS PLC STREET 2: D. HODGKIN BLDG, BABRAHAM RSRCH CAMPUS CITY: CAMBRIDGE STATE: X0 ZIP: CB22 3FH ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Centessa Pharmaceuticals plc CENTRAL INDEX KEY: 0001847903 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: X0 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: THE DOROTHY HODGKIN BUILDING STREET 2: BABRAHAM RESEARCH CAMPUS CITY: BABRAHAM, CAMBRIDGE STATE: X0 ZIP: CB22 3FH BUSINESS PHONE: 44 (0)7767 003904 MAIL ADDRESS: STREET 1: THE DOROTHY HODGKIN BUILDING STREET 2: BABRAHAM RESEARCH CAMPUS CITY: BABRAHAM, CAMBRIDGE STATE: X0 ZIP: CB22 3FH FORMER COMPANY: FORMER CONFORMED NAME: Centessa Pharmaceuticals Ltd DATE OF NAME CHANGE: 20210224 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-05-27 0 0001847903 Centessa Pharmaceuticals plc CNTA 0001861844 GOYAL ARJUN C/O CENTESSA PHARMACEUTICALS PLC 3RD FL., 1 ASHLEY RD, ALTRINCHAM CHESHIRE X0 WA14 2DT UNITED KINGDOM 1 0 0 0 Series A Preferred Shares Ordinary Shares 3095909 I See footnote Series A Preferred Shares Ordinary Shares 85909 I See footnote Immediately prior to the closing of the initial public offering closing, Series A Preferred Shares will automatically convert on a one-to-one basis into Ordinary Shares without payment or further consideration. The resulting number of Ordinary Shares of the Issuer are shown in Column 3. The Series A Preferred Shares have no expiration date. Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share. Held by Vida Ventures II, LLC ("Vida II Main Fund"). VV Manager II, LLC ("VV Manager II") is the manager of Vida II Main Fund. The Reporting Person is a member of the investment committee of VV Manager II. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. Held by Vida Ventures II-A, LLC ("Vida II Parallel Fund"). VV Manager II is the manager of Vida II Parallel Fund. The Reporting Person is a member of the investment committee of VV Manager II. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. Exhibit 24 - Power of Attorney /s/ Marella Thorell, attorney-in-fact 2021-05-27 EX-24 2 attachment1.htm EX-24 DOCUMENT
                           LIMITED POWER OF ATTORNEY

        The undersigned hereby constitutes and appoints each of Iqbal Hussain,
Marella Thorell, Gregory Weinhoff, and Richard Menziuso, signing singly, and
with full power of substitution, the undersigned's true and lawful attorney-in-
fact to:

        (1) execute for and on behalf of the undersigned, in the undersigned's
capacity as officer and/or director of Centessa Pharmaceuticals plc, a public
limited company organized under the laws of England and Wales (the "Company"),
from time to time the following U.S. Securities and Exchange Commission ("SEC")
forms: (i) Form ID, including any attached documents (such as Update Passphrase
Authentication), to effect the assignment of codes to the undersigned to be used
in the transmission of information to the SEC using the EDGAR System; (ii) Form
3, Initial Statement of Beneficial Ownership of Securities, including any
attached documents; (iii) Form 4, Statement of Changes in Beneficial Ownership
of Securities, including any attached documents; (iv) Form 5, Annual Statement
of Beneficial Ownership of Securities in accordance with Section 16(a) of the
Securities Exchange Act of 1934, as amended, and the rules thereunder, including
any attached documents; (v) Schedules 13D and 13G; and (vi) amendments of each
thereof, in accordance with the Securities Exchange Act of 1934, as amended, and
the rules thereunder, including any attached documents;

        (2) do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such Form 3, 4
or 5, Schedule 13D or 13G, or any amendment(s) thereto and timely file such
form(s) with the SEC and any securities exchange, national association or
similar authority; and

        (3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
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, acting
singly, 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 or Regulation 13D-G of
the Securities Exchange Act of 1934, as amended.  The undersigned hereby agrees
to indemnify the attorneys-in-fact and the Company from and against any demand,
damage, loss, cost or expense arising from any false or misleading information
provided by the undersigned to the attorneys-in-fact.

        This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file such forms with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.  This Power of Attorney supersedes any prior power
of attorney in connection with the undersigned's capacity as an officer and/or
director of the Company.  This Power of Attorney shall expire as to any
individual attorney-in-fact if such attorney-in-fact ceases to be an employee
of the Company.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of May 21, 2021.

                                        /s/ Arjun Goyal
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                                        Signature

                                        Arjun Goyal
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                                        Print Name