UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)
KRONOS BIO, INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
50107A104
(CUSIP Number)
December 31, 2021
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| ☐ |
Rule 13d-1(b)
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| ☐ |
Rule 13d-1(c)
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| ☒ |
Rule 13d-1(d)
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* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures
provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the Notes).
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CUSIP No. 50107A104
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13G
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Page 2 of 7 Pages
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1
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NAMES OF REPORTING PERSONS
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Arie Belldegrun, M.D.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States of America and Israel
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0
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6
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SHARED VOTING POWER
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3,444,889 Shares (1)
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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3,444,889 Shares (1)
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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3,444,889 Shares
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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6.1% (2)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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(1)
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Includes (a) 679,575 shares of common stock beneficially owned by Bellco Legacy II Trust, of which Dr. Belldegrun serves as trustee and his wife, Rebecka Belldegrun, is the beneficiary and (b) 2,765,314
shares of common stock beneficially owned by Vida Ventures LLC (Vida), of which VV Manager LLC is the manager, of which Dr. Belldegrun is a Senior Managing Director. Dr. Belldegrun disclaims beneficial ownership of the shares held by
Vida, except to the extent of any pecuniary interest therein.
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(2)
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This percentage is calculated based on 56,347,286 shares of common stock outstanding as of November 2, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q filed on November 9, 2021.
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CUSIP No. 50107A104
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13G
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Page 3 of 7 Pages
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1
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NAMES OF REPORTING PERSONS
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Bellco Legacy II Trust
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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679,575 Shares
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6
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SHARED VOTING POWER
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0 Shares
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7
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SOLE DISPOSITIVE POWER
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679,575 Shares
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8
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SHARED DISPOSITIVE POWER
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0 Shares
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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679,575 Shares
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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1.2% (1)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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(1)
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This percentage is calculated based on 56,347,286 shares of common stock outstanding as of November 2, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q filed on November 9, 2021.
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CUSIP No. 50107A104
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13G
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Page 4 of 7 Pages
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1
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NAMES OF REPORTING PERSONS
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Vida Ventures LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Nevada
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0 Shares
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6
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SHARED VOTING POWER
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2,765,314 Shares
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7
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SOLE DISPOSITIVE POWER
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0 Shares
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8
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SHARED DISPOSITIVE POWER
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2,765,314 Shares
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,765,314 Shares
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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4.9% (1)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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(1)
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This percentage is calculated based on 56,347,286 shares of common stock outstanding as of November 2, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q filed on November 9, 2021.
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CUSIP No. 50107A104
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13G
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Page 5 of 7 Pages
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| Item 1(a). |
Name of Issuer:
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Kronos Bio, Inc.
| Item 1(b). |
Address of Issuer’s Principal Executive Offices:
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1300 So. El Camino Real, Suite 300
San Mateo, California 94402
| Item 2(a). |
Names of Persons Filing:
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Arie Belldegrun, M.D.
Bellco Legacy II Trust
Vida Ventures LLC
| Item 2(b). |
Address of Principal Business Office, or, if none, Residence:
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The address of Arie Belldegrun, M.D. is:
811 Strada Vecchia Road, Los Angeles, CA 90077
The address of Bellco Legacy II Trust is:
2049 Century Park East, Suite 1940, Los Angeles, CA 90067
The address of Vida Ventures LLC is:
40 Broad Street, #201, Boston, MA 02109
| Item 2(c). |
Citizenship:
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Arie Belldegrun: USA and Israel
Bellco Legacy II Trust: Delaware
Vida Ventures LLC: Nevada
| Item 2(d). |
Title of Class of Securities:
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Common Stock
| Item 2(e). |
CUSIP No.:
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50107A104
| Item 3. |
Not Applicable.
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CUSIP No. 50107A104
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13G
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Page 6 of 7 Pages
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| Item 4. |
Ownership
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The information requested hereinafter is set forth in items 5 through 9 and 11 of the cover page to this Schedule 13G. Ownership is stated as of December 31, 2021. This percentage is calculated based on 56,347,286
shares of common stock outstanding as of November 2, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q filed on November 9, 2021.
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Reporting Person
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Shares Held
Directly
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Sole
Voting
Power
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Shared
Voting
Power
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Sole
Dispositive
Power
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Shared
Dispositive
Power
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Beneficial
Ownership
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Percentage
of Class(1)
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Arie Belldegrun
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0
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0
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3,444,889
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0
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3,444,889
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3,444,889
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6.1
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%
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Bellco Legacy II Trust
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679,575
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679,575
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0
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679,575
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0
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679,575
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1.2
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%
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Vida Ventures LLC
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2,765,314
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0
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2,765,314
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0
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2,765,314
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2,765,314
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4.9
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%
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(1) This percentage is calculated based on 56,347,286 shares of common stock outstanding as of November 2, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q filed on November 9, 2021.
| Item 5. |
Ownership of Five Percent or Less of a Class.
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If this statement is being filed to report the fact that as of the date hereof, the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following: ☐
| Item 6. |
Ownership of More than Five Percent on Behalf of Another Person
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Not applicable
| Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
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Not applicable
| Item 8. |
Identification and Classification of Members of the Group
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Not applicable
| Item 9. |
Notice of Dissolution of Group
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Not applicable
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CUSIP No. 50107A104
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13G
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Page 7 of 7 Pages
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| Item 10. |
Certifications
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
| Dated: February 17, 2022 | |
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/s/ Arie Belldegrun
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Arie Belldegrun, M.D.
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Bellco Legacy II Trust
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By:
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/s/ Arie Belldegrun
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Name:
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Arie Belldegrun, Trustee
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Vida Ventures LLC
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| By: | VV Manager LLC, its Manager | |
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By:
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/s/ Arie Belldegrun
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Name:
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Arie Belldegrun, Senior Managing Director
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Exhibit 99.1
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting
Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the common stock of Kronos Bio, Inc., a Delaware corporation, and that
this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts all of which, taken together, shall constitute one and the same instrument.
| Dated: February 17, 2021 | |
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/s/ Arie Belldegrun
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Arie Belldegrun, M.D.
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Bellco Legacy II Trust
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By:
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/s/ Arie Belldegrun
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Name:
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Arie Belldegrun, Trustee
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Vida Ventures LLC
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| By: |
VV Manager LLC, its Manager | |
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By:
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/s/ Arie Belldegrun
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Name:
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Arie Belldegrun, Senior Managing Director
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