GILEAD SCIENCES, INC. - 05 Jun 2025 Form 4 Insider Report for Xilio Therapeutics, Inc. (XLO)

Reporting relationship: 10%+ Owner
Issuer ticker: XLO
Reported as of: 05 Jun 2025
Net transaction value: $0
SEC form: 4
Accepted by SEC: 06 Jun 2025, 19:31:28 UTC
Prior SEC filing: 20 Feb 2025
Next SEC filing: 03 Oct 2025
Source filing: View source filing
Reporting owner signature: Gilead Sciences, Inc. By: /s/ Andrew D. Dickson

Key filing fact

GILEAD SCIENCES, INC. filed Form 4 for Xilio Therapeutics, Inc. (XLO) on 06 Jun 2025.

Key facts

This page summarizes GILEAD SCIENCES, INC.'s Form 4 filing for Xilio Therapeutics, Inc. (XLO).
4 reported transactions and 4 derivative rows are listed below.
Accepted by SEC: 06 Jun 2025, 19:31.

Change

Previous filing in this sequence was filed on 20 Feb 2025.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0000882095 Primary reporting owner

GILEAD SCIENCES, INC.

Relationship: 10%+ Owner
Address: 333 LAKESIDE DRIVE, FOSTER CITY
Signature: Gilead Sciences, Inc. By: /s/ Andrew D. Dickson
Signature date: 06 Jun 2025

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

XLO transaction Derivative

Prefunded Warrants (right to buy)

Purchase

Transaction value
Shares: +13,335,000
Change %: +134%
Price
Shares after: 23,310,266
Date: 05 Jun 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 13,335,000
Exercise price: $0.000100
Footnotes: F1, F2

XLO transaction Derivative

Series A Warrants (right to buy)

Purchase

Transaction value
Shares: +13,335,000
Change %
Price
Shares after: 13,335,000
Date: 05 Jun 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 13,335,000
Exercise price: $0.7500
Footnotes: F1, F3

XLO transaction Derivative

Series B Warrants (right to buy)

Purchase

Transaction value
Shares: +13,335,000
Change %
Price
Shares after: 13,335,000
Date: 05 Jun 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 13,335,000
Exercise price: $0.7500
Footnotes: F1, F4

XLO transaction Derivative

Series C Warrants (right to buy)

Purchase

Transaction value
Shares: +13,335,000
Change %
Price
Shares after: 13,335,000
Date: 05 Jun 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 13,335,000
Exercise price: $0.7500
Footnotes: F1, F5

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 5 footnotes

Footnote F1

Each Prefunded Warrant was acquired together with an accompanying Series A Warrant, Series B Warrant and Series C Warrant at a combined offering price of $0.7499. A holder of any such warrant may not exercise such warrant if, after giving effect to such exercise, the holder and its affiliates would beneficially own, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, more than 19.99% of the outstanding shares of Common Stock of the Issuer (the "Common Stock").

Footnote F2

The Prefunded Warrants are exercisable at any time on or after the date of issuance and have no expiration date.

Footnote F3

The Series A Warrants will be exercisable at any time on or after the earlier of (i) December 1, 2025 and (ii) the trading day immediately following a period of five consecutive trading days on which the closing price of the Common Stock is a minimum of $1.50 per share and will expire on the earlier of (A) June 5, 2030 and (B) immediately upon exercise of the reporting person's Prefunded Warrants issued on June 5, 2025 if such exercise is prior to December 1, 2025, but with respect to only that number of Series A Warrants that is equal to the number of Prefunded Warrants that are exercised.

Footnote F4

The Series B Warrants are exercisable at any time on or after November 1, 2025 and expire on December 2, 2025, provided that if the closing price of the Common Stock is below the exercise price on such date, the exercise price will reset to the closing price on December 1, 2025 and the expiration time will be extended to December 31, 2025.

Footnote F5

The Series C Warrants are exercisable at any time on or after June 1, 2026 and expire on the earlier of (i) December 2, 2026 and (ii) the expiration time of the Series B Warrants held by the reporting person to the extent that the corresponding Series B Warrants expire without being exercised, but with respect to only that number of Series C Warrants that is equal to the number of Series B Warrants that expire without being exercised. In addition, if the closing price of the Common Stock is below the exercise price on December 2, 2026, the exercise price will reset to the closing price on December 1, 2026 and the expiration time will be extended to December 31, 2026.