0000899243-23-011072.txt : 20230410
0000899243-23-011072.hdr.sgml : 20230410
20230410210955
ACCESSION NUMBER: 0000899243-23-011072
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230406
FILED AS OF DATE: 20230410
DATE AS OF CHANGE: 20230410
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: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40928
FILM NUMBER: 23812205
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: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40928
FILM NUMBER: 23812206
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
4
1
doc4.xml
FORM 4 SUBMISSION
X0407
4
2023-04-06
0
0001851194
Ventyx Biosciences, Inc.
VTYX
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
0
Common Stock
2023-04-06
4
J
0
1747098
0.00
D
10077045
I
See Footnotes
The NSV Distributing Funds (as defined below) distributed shares to their limited partners on a pro rata basis, for no consideration and Life & Tech transferred shares to its members, for no consideration.
The share distribution total consists of (i) 482,877 shares owned by NSV Master Limited Partnership II, LP, (ii) 441,790 shares owned by NSV 2019 Opportunities Fund, LP, (iii) 379,939 shares owned by NSV 2018 New Horizons Fund, LP, (iv) 66,563 shares owned by NSV Growth Opportunities Fund, LP, (v) 38,241 shares owned by New Science Ventures Fund III, LP, (vi) 33,610 shares owned by NSV 2017 Opportunities Fund, LP, (vii) 23,438 shares owned by NSV 2018 Opportunities Fund, LP, (viii) 18,126 shares owned by NSV 2016 Opportunities Fund, LP, (ix) 12,056 shares owned by New Science Ventures Fund III (Offshore), LP, (x) 4,985 shares owned by NSV 2016 Opportunities Fund (Offshore), LP (collectively, the "NSV Distributing Funds") and (xi) 330,816 shares owned by Life & Tech.
The distributed shares in the previous footnote includes the distribution of 66,163 shares from Life & Tech to NSV Partners III, LP, and 19,180 shares distributed on a pro rata basis to the general partners of the NSV Distributing Funds.
Consists of: (i) 5,576,174 shares held by NSV Investments I, LP, (ii) 1,096,827 shares held by NSV Investments III, LP, (iii) 482,875 shares held by NSV Master Limited Partnership II, LP, (iv) 446,650 shares held by NSV 2019 Opportunities Fund, LP, (v) 388,134 shares held by NSV 2018 New Horizons Fund, LP, (vi) 330,816 shares held by Life & Tech, (vii) 599,312 shares held by NSV Partners III, LP, (viii) 434,423 shares held by New Science Ventures, LLC, (ix) 309,635 shares held by NSV Investments II, LP, (x) 188,240 shares held by NSV Partners II, LLC, (xi) 67,066 shares held by NSV Growth Opportunities Fund, LP, (xii) 45,991 shares held by New Science Ventures Fund III, LP, (xiii) 40,422 shares held by NSV 2017 Opportunities Fund, LP, (xiv) 28,186 shares held by NSV 2018 Opportunities Fund, LP, (xv) 21,800 shares held by NSV 2016 Opportunities Fund, LP, (xvi)
(continued from footnote 4) 14,499 shares held by New Science Ventures Fund III (Offshore), LP, and (xvii) 5,995 shares held by NSV 2016 Opportunities Fund (Offshore), LP, (collectively the "NSV Funds"). The NSV Funds disclaim beneficial ownership over the shares owned by them, except to the extent of their pecuniary interest therein.
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 owned by each entity of which NSV Partners III, LP is general partner. 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 owned by each entity of which NSV Partners II, LLC is general partner. Mr. Subramaniam is the majority member and managing member of NSV Management, LLC, and may be deemed to share voting and dispositive power over the shares held by Life & Tech, for which NSV Management, LLC is the investment advisor. Mr. Subramaniam disclaims beneficial ownership over the shares owned by each of the NSV Funds, except to the extent of his pecuniary interest therein. Mr. Subramaniam is a director of the Issuer and files separate Section 16 reports.
/s/ NSV Partners III, LP, By: Brenda Marex, Chief Financial Officer
2023-04-10
/s/ NSV Partners III GP, LLC, By: Brenda Marex, Chief Financial Officer
2023-04-10