Explanatory Note
This
Amendment No. 3 (“Amendment No. 3”) amends and supplements the Schedule 13G initially filed with the Securities and Exchange Commission (the “Commission”) on February 16, 2021, as amended by Amendment No. 1
filed with the Commission on February 11, 2022 and Amendment No. 2 filed with the Commission on February 13, 2023 (collectively, the “Original Schedule 13G”) and is being filed by The Column Group, LLC (“TCG”), The
Column Group III, LP (“TCG III LP”), The Column Group III-A, LP (“TCG III-A LP”), The Column Group III GP, LP (“TCG III GP LP”), The Column
Group IV, LP (“TCG IV LP”), The Column Group IV-A, LP (“TCG IV-A LP”), The Column Group IV GP, LP (“TCG IV GP LP”), Ponoi Capital, LP
(“Ponoi LP”), Ponoi Management, LLC (“Ponoi LLC”), Ponoi Capital II, LP (“Ponoi II LP”) and Ponoi II Management, LLC (“Ponoi II LLC” and together with TCG III LP, TCG
III-A LP, TCG III GP LP, TCG IV LP, TCG IV-A LP, TCG IV GP LP, Ponoi LP, Ponoi LLC and Ponoi II LP, the “Reporting Entities”). Peter Svennilson, David Goeddel
and Tim Kutzkey are the managing partners of TCG III GP LP and TCG IV GP LP and the managing members of TCG, Ponoi LLC and Ponoi II LLC. Only those items that are hereby reported are amended; all other items reported in the Original Schedule 13G
remain unchanged. Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable. Capitalized terms not defined in this Amendment No. 3 have the meanings ascribed to them in the Original
Schedule 13G.
(a) Amount beneficially owned:
See Row 9 of the cover page for
each Reporting Entity and the corresponding footnotes.*
(b) Percent of class:
See Row 11 of the cover page for each Reporting Entity and the corresponding footnotes.*
(c) Number of shares as to which the person has:
(i) Sole power
to vote or to direct the vote
See Row 5 of the cover page for each Reporting Entity and the corresponding footnotes.*
(ii) Shared power to vote or to direct the vote
See Row 6 of
the cover page for each Reporting Entity and the corresponding footnotes.*
(iii) Sole power to dispose or to direct the disposition of
See Row 7 of the cover page for each Reporting Entity and the corresponding footnotes.*
(iv) Shared power to dispose or to direct the disposition of
See Row 8 of the cover page for each Reporting Entity and the corresponding footnotes.*
| * |
Each of the Reporting Entities disclaims beneficial ownership as to such securities, except to the extent of
its pecuniary interest therein. |
| Item 5. |
Ownership of Five Percent or Less of a Class. |
If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than 5% of
the class of securities, check the following: ☒