TSSP Sub-Fund HoldCo LLC - 17 Jun 2025 Form 3 Insider Report for Caris Life Sciences, Inc.

Role
10%+ Owner
Signature
TSSP Sub-Fund Holdco, LLC, By: /s/ Joshua Peck, Vice President
Issuer symbol
CAI on Nasdaq
Transactions as of
17 Jun 2025
Net transactions value
$0
Form type
3
Filing time
17 Jun 2025, 21:40:29 UTC
Previous filing
05 Aug 2024
Next filing
23 Jun 2025
SEC
View on sec.gov

Reporting Owners (2)

Name Relationship Address Signature Signature date CIK
TSSP Sub-Fund HoldCo LLC 10%+ Owner C/O SIXTH STREET PARTNERS, LLC, 2100 MCKINNEY AVENUE, SUITE 1500, DALLAS TSSP Sub-Fund Holdco, LLC, By: /s/ Joshua Peck, Vice President 17 Jun 2025 0001677508
Waxman Alan 10%+ Owner 1 LETTERMAN DRIVE, BUILDING B, SUITE B6-100, SAN FRANCISCO Alan Waxman By: /s/ Joshua Peck, on behalf of Alan Waxman 17 Jun 2025 0001515132

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

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding CAI Series C Preferred Stock 17 Jun 2025 Common Stock 6,884,058 Held by Barnett Equity Holdings, LLC F1, F5, F7
holding CAI Series C Preferred Stock 17 Jun 2025 Common Stock 15,527,951 Held by TOP III Barnett Investments, LLC F1, F5, F7
holding CAI Series C Preferred Stock 17 Jun 2025 Common Stock 13,975,155 Held by TAO Barnett Investments LLC F1, F5, F7
holding CAI Series C Preferred Stock 17 Jun 2025 Common Stock 1,915,114 Held by Sixth Street Specialty Lending, Inc. F1, F6, F7
holding CAI Series D Preferred Stock 17 Jun 2025 Common Stock 1,240,740 Held by Sixth Street Specialty Lending, Inc. F2, F6, F7
holding CAI Series D Preferred Stock 17 Jun 2025 Common Stock 23,574,073 Held by Barnett Equity Holdings II, LLC F2, F5, F7
holding CAI 2018 Warrants 17 Jun 2025 Common Stock 13,009,892 Held by Barnett Equity Holdings, LLC F3, F5, F7
holding CAI 2018 Warrants 17 Jun 2025 Common Stock 684,731 Held by Sixth Street Specialty Lending, Inc. F3, F6, F7
holding CAI 2020 Warrants 17 Jun 2025 Common Stock 10,829,823 Held by Barnett Equity Holdings, LLC F4, F5, F7
holding CAI 2020 Warrants 17 Jun 2025 Common Stock 569,991 Held by Sixth Street Specialty Lending, Inc. F4, F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Series C Preferred Stock of Caris Life Sciences, Inc. (the "Issuer") is convertible at the option of the holder into 0.25 shares of common stock $.001 par value of the Issuer (the "Common Stock") and will automatically convert into Common Stock immediately prior to and in connection with the closing of the Issuer's initial public offering (the "IPO"), subject to adjustment pursuant to the terms of the Issuer's amended and restated certificate of formation (the "Charter") in connection with the IPO. The Series C Preferred Stock is currently convertible and has no expiration date.
F2 Each share of Series D Preferred Stock of the Issuer is convertible at the option of the holder into 0.25 shares of Common Stock of the Issuer and will automatically convert into Common Stock immediately prior to and in connection with the closing of the Issuer's IPO, subject to adjustment pursuant to the terms of the Charter in connection with the IPO. The Series D Preferred Stock is currently convertible and has no expiration date.
F3 The 2018 warrants are currently exercisable at the option of the holder into shares of Series C Preferred Stock of the Issuer at an exercise price of $1.61 per share and into Common Stock at an exercise price of $6.44 per share. Immediately prior to and in connection with the closing of the Issuer's IPO the 2018 warrants will be exercised on a cashless basis into shares of Series C Preferred Stock which will then automatically convert into Common Stock, subject to adjustment pursuant to the terms of the Charter in connection with the IPO.
F4 The 2020 warrants are currently exercisable into Series C preferred stock at a price of $1.93 per share and into Common Stock at a price of $7.73 per share. Immediately prior to and in connection with the closing of the Issuer's IPO the 2020 warrants will be exercised on a cashless basis into shares of Series C Preferred Stock which will then automatically convert into Common Stock, subject to adjustment pursuant to the terms of the Charter in connection with the IPO.
F5 TSSP Sub-Fund Holdco, LLC, a Delaware limited liability company ("Sub-Fund HoldCo"), is the sole member of each of TAO SPV GP, LLC, a Delaware limited liability company ("TAO SPV"), and Empire SPV GP, LLC, a Delaware limited liability company ("Empire SPV"). TAO SPV is the managing member of each of (i) Barnett Equity Holdings, LLC; (ii) Barnett Equity Holdings II LLC; and (iii) TAO Barnett Investments LLC. Empire SPV is the managing member of TOP III Barnett Investments, LLC.
F6 TSSP Holdco Management, LLC, a Delaware limited liability company ("Holdco Management"), manages Sixth Street Specialty Lending Advisers Holdings, LLC, a Delaware limited liability company ("Adviser Holdings"). The business and affairs of Sixth Street Specialty Lending Advisers, LLC, a Delaware limited liability company ("Adviser"), are managed by Adviser Holdings, the sole member of Adviser. Sixth Street Specialty Lending, Inc. is managed by Adviser.
F7 Sub-Fund HoldCo is managed by its sole member, whose managing member is Alan Waxman ("Mr. Waxman"). Holdco Management is managed by a board of directors, which is currently comprised of Mr. Waxman. Mr. Waxman is the CEO of Holdco Management. Each Reporting Person disclaims beneficial ownership over the reported securities herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, except to the extent of its or his pecuniary interest therein.

Remarks:

Exhibit 24 - Authorization and Designation Letter, dated December 31, 2024, by Alan Waxman