0001104659-21-131284.txt : 20211028 0001104659-21-131284.hdr.sgml : 20211028 20211028210436 ACCESSION NUMBER: 0001104659-21-131284 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20211028 FILED AS OF DATE: 20211028 DATE AS OF CHANGE: 20211028 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ROCHE HOLDING LTD CENTRAL INDEX KEY: 0000889131 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 8880 [8880] STATE OF INCORPORATION: V8 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40969 FILM NUMBER: 211360230 BUSINESS ADDRESS: STREET 1: ROCHE HOLDING, LTD. STREET 2: GRENZACHERSTRASSE 124 CITY: BASEL STATE: V8 ZIP: CH-4070 BUSINESS PHONE: 9732354295 MAIL ADDRESS: STREET 1: ROCHE HOLDING, LTD. STREET 2: GRENZACHERSTRASSE 124 CITY: BASEL STATE: V8 ZIP: CH-4070 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ROCHE FINANCE LTD CENTRAL INDEX KEY: 0001053942 STATE OF INCORPORATION: V8 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40969 FILM NUMBER: 211360229 BUSINESS ADDRESS: STREET 1: C/O HOFFMAN LA ROCHE STREET 2: 124 GRENSACHERSTRASSE CH 4002 CITY: BASEL SWITZERLAND STATE: V8 MAIL ADDRESS: STREET 1: C/O HOFFMAN LA ROCHE STREET 2: 124 GRENSACHERSTRASSE CH 4002 CITY: BASEL SWITZERLAND STATE: V8 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Entrada Therapeutics, Inc. CENTRAL INDEX KEY: 0001689375 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 813983399 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6 TIDE STREET CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 857-305-1825 MAIL ADDRESS: STREET 1: 6 TIDE STREET CITY: BOSTON STATE: MA ZIP: 02210 FORMER COMPANY: FORMER CONFORMED NAME: CycloPorters, Inc. DATE OF NAME CHANGE: 20161104 3 1 tm2131250-11_3seq1.xml OWNERSHIP DOCUMENT X0206 3 2021-10-28 0 0001689375 Entrada Therapeutics, Inc. TRDA 0000889131 ROCHE HOLDING LTD C/O ENTRADA THERAPEUTICS, INC. 6 TIDE STREET BOSTON MA 02210 0 0 1 0 0001053942 ROCHE FINANCE LTD C/O ENTRADA THERAPEUTICS, INC. 6 TIDE STREET BOSTON MA 02210 0 0 1 0 Series A Preferred Stock Common Stock 2495385 I See Footnote Series B Preferred Stock Common Stock 318140 I See Footnote Each share of Series A Preferred Stock is convertible into common stock on a 1-for-7.235890014 basis into the number of shares of Common Stock shown in column 3 at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. Each share of Series B Preferred Stock is convertible into Common Stock on a 1-for-7.235890014 basis into the number of shares of Common Stock shown in column 3 at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The Series A Preferred Stock and Series B Preferred Stock have no expiration date. Represents shares held by Roche Finance Ltd ("Roche Finance"). Roche Finance is a wholly owned subsidiary of Roche Holding Ltd ("Roche Holding"), a Swiss corporation whose shares are traded on the SIX Swiss Exchange. Roche Holding is the indirect beneficial owner of these securities of the Issuer. This Form 3 shall not be deemed an admission that any reporting person or other person is a beneficial owner of any securities of the Issuer for any purpose, other than the securities reported in this Form 3. Exhibit 24 - Power of Attorney /s/ Jared Cohen, as Attorney-in-fact 2021-10-28 EX-24 2 tm2131250d11_ex24.htm EXHIBIT 24

Exhibit - 24

POWER OF ATTORNEY

The undersigned hereby constitutes and appoints each of Kory Wentworth and Jared Cohen, 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 a beneficial owner (“Stockholder”) of more than 10% of securities of Entrada Therapeutics, Inc., a Delaware corporation (the “Company”), from time to time the following U.S. Securities and Exchange Commission (the “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 (the “Exchange Act”), and the rules thereunder, including any attached documents; and (v) amendments of each thereof, in accordance with the Exchange Act, 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 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 of the Exchange Act. 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 Stockholder 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.

[Signature Page Follows]

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of October 28, 2021.

	ROCHE FINANCE LTD


	By:	/s/ Felix Kobel
	Name: Felix Kobel
	Title: Authorized Signatory


	By:	/s/ Valentin Baltzer
	Name: Valentin Baltzer
	Title: Authorized Signatory

SIGNATURE PAGE TO POWER OF ATTORNEY