Prior to the IPO, in July 2009, PureTech Health acquired 4,000,000 shares of the
Issuers Series Seed Preferred Stock for $0.0001 per share, or $400 in the aggregate. In August 2018, PureTech Health acquired 1,348,814 shares of the Issuers Series A Preferred Stock upon conversion of $18,155,036 in outstanding
principal, interest and discount on convertible promissory notes issued to PureTech Health by the Issuer between May 2011 and June 2018. In March 2019, PureTech Health acquired 330,250 shares of the Issuers Series B Preferred Stock at a
purchase price of $15.14 per share, or $5,000,000 in the aggregate. Upon the closing of the Issuers initial public offering, each Preferred Share automatically converted into the Issuers Common Stock on a
1.2987-to-1 ratio.
In July 2018, PureTech Health acquired
10 shares of the Issuers Common Stock upon partial exercise of a warrant issued to PureTech Health by the Issuer at a price of $3.79 per share, or $3.79 in the aggregate, and in March 2019 the Issuer acquired an additional 15,390 shares of the
Issuers Common Stock upon exercise of the remaining portion of the warrant at a price of $3.79 per share, or $37.90 in the aggregate.
As a result of the transactions described in Item 1 and this Item 3, the Reporting Persons may be deemed to be the beneficial owners of
approximately 20.4% of the outstanding shares of Common Stock. PureTech Health plc, as the parent entity of PureTech Health, may be deemed to be the beneficial owner of approximately 20.4% of the outstanding shares of Common Stock. None of
the Reporting Persons have acquired or disposed of any additional shares of Common Stock since January 22, 2020.
Item 4. Purpose of Transaction
The information contained in Item 1 and Item 3 above is herein incorporated by reference.
The shares of Common Stock reported in this Schedule 13D were acquired for the purpose of investment and were not intended to and did not
effect any change in the control of the Issuer.
The Reporting Persons from time to time intend to review their investment in the Issuer
on the basis of various factors, including the Issuers business, financial condition, results of operations and prospects, general economic and industry conditions, the securities markets in general and those for the Issuers shares of
Common Stock in particular, as well as other developments and other investment opportunities. Based upon such review, the Reporting Persons will take such actions in the future as the Reporting Persons may deem appropriate in light of the
circumstances existing from time to time. If the Reporting Persons believe that further investment in the Issuer is attractive, whether because of the market price of the Common Stock or otherwise, they may acquire shares of Common Stock or other
securities of the Issuer either in the open market or in privately negotiated transactions. Similarly, depending on market and other factors, the Reporting Persons may determine to dispose of some or all of the shares of Common Stock currently owned
by the Reporting Persons or otherwise acquired by the Reporting Persons either in the open market or in privately negotiated transactions.
Except as described above, none of the Reporting Persons currently has any plan or proposal that relates to or would result in any of the
actions specified in clauses (a) through (j) of Item 4 of Schedule 13D.
Item 5. Interest in Securities
of the Issuer
a) As of the date hereof, the Reporting Persons may be deemed, for purposes of
Rule 13d-3 of the Act, directly or indirectly, including by reason of their mutual affiliation, to be the beneficial owners of the shares of Common Stock described in Item 3 above.
Based on the 26,012,754 shares of the Issuers common stock outstanding as of November 21, 2019, the Common Stock held by the
Reporting Persons constitutes 20.4% of the outstanding shares of Common Stock of the Issuer.
PureTech Health plc, may be deemed to
beneficially own all of the shares of Common Stock held directly by PureTech Health.
5