| 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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 01/24/2024 |
3. Issuer Name and Ticker or Trading Symbol
Phathom Pharmaceuticals, Inc. [ PHAT ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 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 | 3,673,602 | I | By Medicxi Growth I LP(1) |
| Common Stock | 87,267 | I | By Medicxi Growth Co-Invest I LP(2) |
| Common Stock | 3,641,728 | I | By Medicxi IV LP(3) |
| Common Stock | 61,975 | I | By Medicxi Co-Invest IV LP(4) |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 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 | ||||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. Shares held by Medicxi Growth I LP ("Growth I"). Medicxi Growth I GP Limited ("Growth I GP") is the sole general partner of Growth I, and Medicxi Ventures Management (Jersey) Limited ("Medicxi Manager") is the sole manager of Growth I. The Reporting Persons disclaim Section 16 beneficial ownership of the securities held by Growth I, except to the extent of their respective pecuniary interest therein, if any, and this report shall not be deemed to be an admission that they are the beneficial owners of such shares for Section 16 or any other purpose. |
| 2. Shares held by Medicxi Growth Co-Invest I LP ("Growth Co-Invest I"). Growth I GP is the sole general partner of Growth Co-Invest I, and Medicxi Manager is the sole manager of Growth Co-Invest I. The Reporting Persons disclaim Section 16 beneficial ownership of the securities held by Growth Co-Invest I, except to the extent of their respective pecuniary interest therein, if any, and this report shall not be deemed to be an admission that they are the beneficial owners of such shares for Section 16 or any other purpose. |
| 3. Shares held Medicxi IV LP ("Medicxi IV"). Medicxi IV GP Limited ("Medicxi IV GP") is the sole general partner of Medicxi IV, and Medicxi Manager is the sole manager of Medicxi IV. The Reporting Persons disclaim Section 16 beneficial ownership of the securities held by Medicxi IV, except to the extent of their respective pecuniary interest therein, if any, and this report shall not be deemed to be an admission that they are the beneficial owners of such shares for Section 16 or any other purpose. |
| 4. Shares held by Medicxi Co-Invest IV LP ("Co-Invest IV"). Medicxi IV GP is the sole general partner of Co-Invest IV, and Medicxi Manager is the sole manager of Co-Invest IV. The Reporting Persons disclaim Section 16 beneficial ownership of the securities held by Co-Invest IV, except to the extent of their respective pecuniary interest therein, if any, and this report shall not be deemed to be an admission that they are the beneficial owners of such shares for Section 16 or any other purpose. |
| MEDICXI VENTURES MANAGEMENT (JERSEY) LIMITED, By: /s/ Giles Johnstone-Scott, Director | 01/26/2024 | |
| MEDICXI GROWTH I LP, By: Medicxi Ventures Management (Jersey) Limited, By: /s/ Giles Johnstone-Scott, Director | 01/26/2024 | |
| MEDICXI GROWTH CO-INVEST I LP, By: Medicxi Ventures Management (Jersey) Limited, By: /s/ Giles Johnstone-Scott, Director | 01/26/2024 | |
| MEDICXI GROWTH I GP LIMITED, By: /s/ Nigel Crocker, Alternate Director | 01/26/2024 | |
| MEDICXI IV LP, By: Medicxi Ventures Management (Jersey) Limited, By: /s/ Giles Johnstone-Scott, Director | 01/26/2024 | |
| MEDICXI CO-INVEST IV LP, By: Medicxi Ventures Management (Jersey) Limited, By: /s/ Giles Johnstone-Scott, Director | 01/26/2024 | |
| MEDICXI IV GP LIMITED, By: /s/ Nigel Crocker, Alternate Director | 01/26/2024 | |
| ** 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||