Merck KGaA - 26 Oct 2021 Form 4 Insider Report for Xilio Therapeutics, Inc. (XLO)

Role
10%+ Owner
Signature
/s/ Christian Uhrich, Authorized signatory of Merck KGaA, Darmstadt, Germany
Issuer symbol
XLO
Transactions as of
26 Oct 2021
Net transactions value
$0
Form type
4
Filing time
26 Oct 2021, 17:06:33 UTC
Previous filing
21 Oct 2021
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction XLO Common Stock Conversion of derivative security +416,060 416,060 26 Oct 2021 See Footnote F1, F2
transaction XLO Common Stock Conversion of derivative security +264,765 +64% 680,825 26 Oct 2021 See Footnote F2, F3

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 -3,952,568 -100% 0 26 Oct 2021 Common Stock 416,060 See Footnote F1, F2
transaction XLO Series C Preferred Srock Conversion of derivative security -2,515,271 -100% 0 26 Oct 2021 Common Stock 264,765 See Footnote F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Merck KGaA 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 B Preferred Stock had no expiration date.
F2 The shares are held directly by Merck Ventures B.V. Merck Ventures B.V. is a wholly owned indirect subsidiary of Merck KGaA, a publicly traded company. Merck KGaA may be deemed to have sole voting and dispositive power with respect to the shares held by Merck Ventures B.V.
F3 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.