SV7 Impact Medicine Fund LP - Oct 21, 2021 Form 3 Insider Report for Xilio Therapeutics, Inc. (XLO)

Role: 10%+ Owner
Signature: /s/ Kathleen R. Henry, pursuant to Power of Attorney for SV7 Impact Medicine Fund LP
Stock symbol: XLO
Transactions as of: Oct 21, 2021
Transactions value $: $0
Form type: 3
Date filed: 10/21/2021, 08:40 PM
Next filing: Nov 3, 2021

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	XLO	Series B Convertible Preferred Stock	Oct 21, 2021	Common Stock	999K	$0.00	Direct	F1
holding	XLO	Series B Convertible Preferred Stock	Oct 21, 2021	Common Stock	999K	$0.00	See footnote	F1, F2
holding	XLO	Series C Convertible Preferred Stock	Oct 21, 2021	Common Stock	303K	$0.00	Direct	F1
holding	XLO	Series C Convertible Preferred Stock	Oct 21, 2021	Common Stock	303K	$0.00	See footnote	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each share of Series B Convertible Preferred Stock and Series C Convertible Preferred Stock (together, the "Preferred Stock") will automatically convert into 0.1053 shares of the Issuer's Common Stock immediately prior to the closing of the Issuer's initial public offering (the "IPO"). The Preferred Stock has no expiration date.
F2	Consists of shares of common stock underlying shares of convertible preferred stock held by SV7 Impact Medicine Fund LP, via its general partner SV7 (IMF) GP LLP. Catherine Bingham, Michael Ross, who is a member of our board of directors, and Houman Ashrafian are members of the investment committee of SV7 (IMF) GP LLP, which has voting and investment power with respect to these shares, and may be deemed to beneficially own such shares. SV7 (IMF) GP LLP and Ms. Bingham, Mr. Ross and Mr. Ashrafian each disclaim beneficial ownership of the shares held herein except to the extent of their pecuniary interest therein. The address of SV7 Impact Medicine Fund LP is 71 Kingsway, London, WC2B 6ST, United Kingdom.

Content

Each share of Series B Convertible Preferred Stock and Series C Convertible Preferred Stock (together, the "Preferred Stock") will automatically convert into 0.1053 shares of the Issuer's Common Stock immediately prior to the closing of the Issuer's initial public offering (the "IPO"). The Preferred Stock has no expiration date.

Consists of shares of common stock underlying shares of convertible preferred stock held by SV7 Impact Medicine Fund LP, via its general partner SV7 (IMF) GP LLP. Catherine Bingham, Michael Ross, who is a member of our board of directors, and Houman Ashrafian are members of the investment committee of SV7 (IMF) GP LLP, which has voting and investment power with respect to these shares, and may be deemed to beneficially own such shares. SV7 (IMF) GP LLP and Ms. Bingham, Mr. Ross and Mr. Ashrafian each disclaim beneficial ownership of the shares held herein except to the extent of their pecuniary interest therein. The address of SV7 Impact Medicine Fund LP is 71 Kingsway, London, WC2B 6ST, United Kingdom.

Remarks:

Exhibit 24.1: Power of Attorney (SV7 Impact Medicine Fund LP) Exhibit 24.2: Power of Attorney (SV7 (IMF) GP LLP)