SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
Omega Fund V, L.P.

(Last) (First) (Middle)
888 BOYLSTON ST.
SUITE 1111

(Street)
BOSTON MA 02199

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/08/2020
3. Issuer Name and Ticker or Trading Symbol
Kronos Bio, Inc. [ KRON ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 19,451 D(1)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series Seed Preferred Stock (2) (2) Common Stock 1,606,220 (2) D(1)
Series A Preferred Stock (2) (2) Common Stock 1,376,313 (2) D(1)
Convertible Promissory Note (3) 02/20/2020 Common Stock 366,299 16.15 D(1)
1. Name and Address of Reporting Person*
Omega Fund V, L.P.

(Last) (First) (Middle)
888 BOYLSTON ST.
SUITE 1111

(Street)
BOSTON MA 02199

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Omega Fund V GP, L.P.

(Last) (First) (Middle)
888 BOYLSTON ST.
SUITE 1111

(Street)
BOSTON MA 02199

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Omega Fund V GP Manager, Ltd.

(Last) (First) (Middle)
888 BOYLSTON ST.
SUITE 1111

(Street)
BOSTON MA 02199

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Paster Anne-Mari

(Last) (First) (Middle)
888 BOYLSTON ST.
SUITE 1111

(Street)
BOSTON MA 02199

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Nessi Claudio

(Last) (First) (Middle)
888 BOYLSTON ST.
SUITE 1111

(Street)
BOSTON MA 02199

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Stampacchia Otello

(Last) (First) (Middle)
888 BOYLSTON ST.
SUITE 1111

(Street)
BOSTON MA 02199

(City) (State) (Zip)
Explanation of Responses:
1. Otello Stampacchia, a director of the Issuer, Claudio Nessi and Anne-Mari Paster are the directors of Omega Fund V GP Manager, Ltd. ("Omega Manager"), which is the sole general partner of Omega Fund V GP, L.P. ("Omega GP"), which is the sole general partner of Omega Fund V, L.P. ("Omega L.P."). Such individuals may be deemed to share voting and dispositive power over the shares held by Omega L.P. Such individuals, together with Omega GP and Omega Manager, disclaim beneficial ownership of the shares held by Omega L.P. except to the extent of their respective pecuniary interests therein.
2. Each share of Series Seed Preferred Stock and Series A Preferred Stock (the "Preferred Stock") is convertible into 1.055 shares of Common Stock. The Preferred Stock has no expiration date.
3. The convertible promissory note will automatically convert into shares of the Issuer's common stock upon the closing of the Issuer's first firm commitment underwritten initial public offering.
Remarks:
Omega Fund V, L.P., by Omega Fund V GP, L.P., its general partner, by Omega Fund V GP Manager, Ltd., its general partner, /s/ Anne-Mari Paster, Director 10/08/2020
Omega Fund V GP, L.P., by Omega Fund V GP Manager, Ltd., its general partner, /s/ Anne-Mari Paster, Director 10/08/2020
Omega Fund V GP Manager, Ltd., /s/ Anne-Mari Paster, Director 10/08/2020
/s/ Anne-Mari Paster 10/08/2020
/s/ Claudio Nessi 10/08/2020
/s/ Otello Stampacchia 10/08/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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