Statement of Changes in Beneficial Ownership (4)
March 03 2021 - 6:10PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
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Pfeffer Cary |
2. Issuer Name and Ticker or Trading Symbol
Jounce Therapeutics, Inc.
[
JNCE
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O THIRD ROCK VENTURES, LLC,, 29 NEWBURY STREET, 3RD FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/1/2021 |
(Street)
BOSTON, MA 02116
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 3/1/2021 | | S | | 0 (1) | D | $0.00 (2) | 0 (3) | I (3) | See Footnote (3) |
Common Stock | | | | | | | | 0 (4) | I (4) | See Footnote (4) |
Common Stock | | | | | | | | 9917 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | On March 1, 2021, Third Rock Ventures II, L.P. ("TRV II") sold 1,450,000 shares of Common Stock of the Issuer at a price per share of $11.75. |
(2) | After the above transaction, TRV II owned 7,750,349 shares of Common Stock of the Issuer. |
(3) | The Reporting Person is a partner of Third Rock Ventures GP II, L.P., which is the general partner of TRV II. The Reporting Person disclaims beneficial ownership over the shares held by TRV II, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that he is the beneficial owner of such shares. |
(4) | Third Rock Ventures III, L.P. ("TRV III") directly holds 3,048,780 shares of the Issuer's Common Stock. The Reporting Person is a partner of Third Rock Ventures GP III, L.P., which is the general partner of TRV III. The Reporting Person disclaims beneficial ownership over the shares held by TRV III, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that he is the beneficial owner of such shares. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Pfeffer Cary C/O THIRD ROCK VENTURES, LLC, 29 NEWBURY STREET, 3RD FLOOR BOSTON, MA 02116 | X |
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Signatures
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/s/ Kevin Gillis, by power of attorney | | 3/3/2021 |
**Signature of Reporting Person | Date |
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