0000899243-21-041341.txt : 20211022
0000899243-21-041341.hdr.sgml : 20211022
20211022185431
ACCESSION NUMBER: 0000899243-21-041341
CONFORMED SUBMISSION TYPE: 3/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20211020
FILED AS OF DATE: 20211022
DATE AS OF CHANGE: 20211022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: NSV Investments I, L.P.
CENTRAL INDEX KEY: 0001889184
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40928
FILM NUMBER: 211341811
BUSINESS ADDRESS:
STREET 1: 500 WEST PUTNAM AVE
STREET 2: SUITE 400
CITY: GREENWICH
STATE: CT
ZIP: 06830
BUSINESS PHONE: 2126885100
MAIL ADDRESS:
STREET 1: 500 WEST PUTNAM AVE
STREET 2: SUITE 400
CITY: GREENWICH
STATE: CT
ZIP: 06830
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: NSV Partners III LP
CENTRAL INDEX KEY: 0001890004
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40928
FILM NUMBER: 211341810
BUSINESS ADDRESS:
STREET 1: 500 WEST PUTNAM AVE
STREET 2: SUITE 400
CITY: GREENWICH
STATE: CT
ZIP: 06830
BUSINESS PHONE: 2126885100
MAIL ADDRESS:
STREET 1: 500 WEST PUTNAM AVE
STREET 2: SUITE 400
CITY: GREENWICH
STATE: CT
ZIP: 06830
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: NSV Partners III GP LLC
CENTRAL INDEX KEY: 0001889601
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40928
FILM NUMBER: 211341809
BUSINESS ADDRESS:
STREET 1: 500 WEST PUTNAM AVE
STREET 2: SUITE 400
CITY: GREENWICH
STATE: CT
ZIP: 06830
BUSINESS PHONE: 2126885100
MAIL ADDRESS:
STREET 1: 500 WEST PUTNAM AVE
STREET 2: SUITE 400
CITY: GREENWICH
STATE: CT
ZIP: 06830
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Ventyx Biosciences, Inc.
CENTRAL INDEX KEY: 0001851194
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 832996852
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 662 ENCINITAS BLVD., STE. 250
CITY: ENCINITAS
STATE: CA
ZIP: 92024
BUSINESS PHONE: (858) 945-2393
MAIL ADDRESS:
STREET 1: 662 ENCINITAS BLVD., STE. 250
CITY: ENCINITAS
STATE: CA
ZIP: 92024
3/A
1
doc3a.xml
FORM 3/A SUBMISSION
X0206
3/A
2021-10-20
2021-10-20
0
0001851194
Ventyx Biosciences, Inc.
VTYX
0001889184
NSV Investments I, L.P.
500 WEST PUTNAM AVENUE, SUITE 400
GREENWICH
CT
06830
0
0
1
0
0001890004
NSV Partners III LP
500 WEST PUTNAM AVENUE, SUITE 400
GREENWICH
CT
06830
0
0
1
0
0001889601
NSV Partners III GP LLC
500 WEST PUTNAM AVENUE, SUITE 400
GREENWICH
CT
06830
0
0
1
0
Series A Preferred Stock
Common Stock
219315
I
See footnote
Series A-1 Preferred Stock
Common Stock
16673213
I
See footnote
All shares of the preferred stock, par value $0.0001 per share, of the Issuer will automatically be converted on a one-for-one basis to shares of the Issuer's common stock, par value $0.0001 per share ("Common Stock") prior to the closing of the Issuer's initial public offering of its Common Stock.
Consists of (i) 191,901 shares held by NSV Investments I, LP and (ii) 27,414 shares held by NSV Growth Opportunities Fund, LP.
Consists of (i) 5,681,324 shares held by NSV Investments I, LP, (ii) 2,295,172 shares held by NSV Master Limited Partnership II, LP, (iii) 2,023,609 shares held by NSV 2019 Opportunities Fund, LP, (iv) 1,761,227 shares held by NSV 2018 New Horizons Fund, LP, (v) 1,323,264 shares held by Life & Tech, (vi) 1,179,921 shares held by NSV Investments III, LP, (vii) 998,099 shares held by NSV Investments II, LP, (viii) 434,423 shares held by New Science Ventures, LLC, (ix) 245,120 shares held by NSV Growth Opportunities Fund, LP, (x) 214,296 shares held by New Science Ventures Fund III, LP, (xi) 188,349 shares held by NSV 2017 Opportunities Fund, LP, (xii) 131,339 shares held by NSV 2018 Opportunities Fund, LP, (xiii) 101,582 shares held by NSV 2016 Opportunities Fund, LP, (xiv) 67,554 shares held by New Science Ventures Fund III (Offshore), LP, and (xv) 27,934 shares held by NSV 2016 Opportunities Fund (Offshore), LP, collectively the NSV funds.
NSV Partners III, LP, is the general partner of NSV 2018 New Horizons Fund LP, NSV Investments I, LP, NSV 2018 Opportunities Fund, LP, NSV 2019 Opportunities Fund, LP, NSV Growth Opportunities Fund, LP, NSV Investments III, LP, and NSV Investments II, LP. NSV Partners II, LLC, is the general partner of New Science Ventures Fund III, LP, New Science Ventures Fund III (Offshore), LP, NSV 2016 Opportunities Fund, LP, NSV 2016 Opportunities Fund (Offshore), LP, NSV 2017 Opportunities Fund, LP, and NSV Master Limited Partnership II, LP.
Somasundaram Subramaniam is the majority member and managing member of NSV Partners III GP, LLC, and may be deemed to have voting and dispositive power over the shares held by each entity of which NSV Partners III, LP is general partner. Mr. Subramaniam disclaims beneficial ownership over the shares held by each of the NSV funds, except to the extent of his pecuniary interest therein. Mr. Subramaniam is the majority member and managing member NSV Partners II, LLC, and may be deemed to have voting and dispositive power over the shares held by each entity of which NSV Partners II, LLC is general partner. Mr. Subramaniam is a director of the Issuer and files separate Section 16 reports.
Explanatory Note: This Form 3 is being amended to add NSV Partners III, LP and NSV Partners III GP, LLC as Reporting Persons.
/s/ NSV Investments I, LP, By: Tom Lavin, Partner
2021-10-20
/s/ NSV Partners III, LP, By: Tom Lavin, Partner
2021-10-20
/s/ NSV Partners III GP, LLC, By: Tom Lavin, Partner
2021-10-20