Bay City Capital Llc - Oct 26, 2021 Form 4 Insider Report for Xilio Therapeutics, Inc. (XLO)

Role
10%+ Owner
Signature
/s/ Bay City Capital GF Xinde International Life Sciences USD Fund, L.P., a Cayman Islands exempt limited partnership, By: Bay City Capital GF XINDE Investment Management Co., a Cayman Islands company, its General Partner, By: Fred Craves, Director
Stock symbol
XLO
Transactions as of
Oct 26, 2021
Transactions value $
$5,000,000
Form type
4
Date filed
10/26/2021, 05:02 PM
Previous filing
Oct 21, 2021
Next filing
Dec 7, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction XLO Common Stock Conversion of derivative security +666K 666K Oct 26, 2021 See footnotes F1, F3, F4
transaction XLO Common Stock Conversion of derivative security +151K +22.73% 817K Oct 26, 2021 See footnotes F2, F3, F4
transaction XLO Common Stock Purchase $5M +313K +38.25% $16.00 1.13M Oct 26, 2021 See footnotes F3, F4

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
transaction XLO Series B Preferred Stock Conversion of derivative security -6.32M -100% 0 Oct 26, 2021 Common Stock 666K See footnotes F1, F3, F4
transaction XLO Series C Preferred Stock Conversion of derivative security -1.44M -100% 0 Oct 26, 2021 Common Stock 151K See footnotes F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Bay City Capital Llc is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 The Series B Preferred Stock converted into shares of the Issuer's common stock, $0.001 par value, on a 9.5:1 basis automatically immediately prior to the closing of the Issuer's initial public offering. The Series C Preferred Stock had no expiration date.
F2 The Series C Preferred Stock converted into shares of the Issuer's common stock, $0.001 par value, on a 9.5:1 basis automatically immediately prior to the closing of the Issuer's initial public offering. The Series C Preferred Stock had no expiration date.
F3 Bay City Capital LLC, a Delaware limited liability company (BCC), Bay City Capital JV Management I LLC, a Delaware limited liability company (Management I), Bay City Capital GF XINDE Investment Management Co., a Cayman Islands company (Management Co.), and Bay City Capital GF Xinde International Life Sciences USD Fund, L.P., a Cayman Islands exempt limited partnership (USD Fund) are deemed to be a group for the purposes of Section 13(d) under the Securities Exchange Act of 1934. Management Co. is the general partner of USD Fund and has voting and dispositive power with respect to the securities held by USD Fund. BCC is the manager of, and an advisor to, Management I, and Management I holds an equity interest in Management Co.
F4 Represent securities held by USD Fund, including indirect interests of BCC, Management I, and Management Co. BCC, Management I and Management Co. each disclaims beneficial ownership with respect to these securities, except to the extent of their pecuniary interest therein.