Amended Statement of Beneficial Ownership (sc 13d/a)
October 19 2021 - 04:08PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE
SECURITIES EXCHANGE
ACT OF 1934
(Amendment No. 2)*
iTeos Therapeutics, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
46565G104
(CUSIP Number)
Luke Evnin
MPM Asset Management
450 Kendall Street
Cambridge, MA 01242
Telephone: (617) 425-9200
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 13, 2021
(Date of Event Which Requires Filing of This
Statement)
If the filing person has previously filed a statement on Schedule
13G to report the acquisition that is the subject of this Schedule
13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following
box. ☐
Note: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits.
See §240.13d-7 for other
parties to whom copies are to be sent.
* |
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 disclosures
provided in a prior cover page.
|
The information required on 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).
CUSIP No. 46565G104
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1. |
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Name of Reporting Persons.
MPM BioVentures 2014, L.P.
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2. |
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Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) (b) ☒
(1)
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3. |
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SEC USE ONLY
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4. |
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Source of Funds (See Instructions)
WC
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5. |
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Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
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6. |
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Citizenship or Place of Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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7. |
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Sole Voting Power
1,771,303
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8. |
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Shared Voting Power
0
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9. |
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Sole Dispositive Power
1,771,303
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10. |
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Shared Dispositive Power
0
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11. |
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Aggregate Amount Beneficially Owned by Each Reporting
Person
1,771,303
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12. |
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Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
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13. |
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Percent of Class Represented by Amount in Row (11)
5.0%(2)
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14. |
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Type of Reporting Person (See Instructions)
PN
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(1) |
This schedule is filed by MPM BioVentures 2014, L.P.
(“BV 2014”), MPM BioVentures 2014 (B), L.P. (“BV 2014(B)”), MPM
Asset Management Investors BV2014 LLC (“AM BV2014 LLC”), MPM
BioVentures 2018, L.P. (“BV 2018”), MPM BioVentures 2018 (B), L.P.
(“BV 2018(B)”), MPM Asset Management Investors BV2018 LLC (“AM
BV2018 LLC”), UBS Oncology Impact Fund L.P. (“UBS Oncology”), MPM
BioVentures 2014 GP LLC (“BV 2014 GP”), MPM BioVentures 2014 LLC
(“BV 2014 LLC”), MPM BioVentures 2018 GP LLC (“BV 2018 GP”), MPM
BioVentures 2018 LLC (“BV 2018 LLC”), Oncology Impact Fund (Cayman)
Management LP (“Oncology Cayman”) and BioImpact Capital LLC
(“BioImpact”) (collectively, the “MPM Entities”) and Ansbert
Gadicke, Luke Evnin, Todd Foley and Edward Hurwitz (collectively,
the “Listed Persons” and together with the MPM Entities, the
“Filing Persons”). The MPM Entities and the Listed Persons
expressly disclaim status as a “group” for purposes of this
Schedule 13D.
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(2) |
This percentage is calculated based upon 35,209,755
outstanding shares of common stock of iTeos Therapeutics, Inc. (the
“Issuer”), as disclosed in the Issuer’s Quarterly Report on Form
10-Q, filed with the
Securities and Exchange Commission on August 11, 2021.
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Page 2
CUSIP No. 46565G104
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1. |
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Name of Reporting Persons.
MPM BioVentures 2014 (B), L.P.
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2. |
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Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) (b) ☒
(1)
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3. |
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SEC USE ONLY
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4. |
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Source of Funds (See Instructions)
WC
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5. |
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Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
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6. |
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Citizenship or Place of Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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7. |
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Sole Voting Power
107,713
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8. |
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Shared Voting Power
0
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9. |
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Sole Dispositive Power
107,713
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10. |
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Shared Dispositive Power
0
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11. |
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Aggregate Amount Beneficially Owned by Each Reporting
Person
107,713
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12. |
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Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
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13. |
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Percent of Class Represented by Amount in Row (11)
0.3%(2)
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14. |
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Type of Reporting Person (See Instructions)
PN
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(1) |
This Schedule is filed by the MPM Entities and the
Listed Persons. The MPM Entities and the Listed Persons expressly
disclaim status as a “group” for purposes of this Schedule 13D.
|
(2) |
This percentage is calculated based upon 35,209,755
outstanding shares of common stock of the Issuer, as disclosed in
the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and
Exchange Commission on August 11, 2021.
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Page 3
CUSIP No. 46565G104
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1. |
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Name of Reporting Persons.
MPM Asset Management Investors BV2014 LLC
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2. |
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Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) (b) ☒
(1)
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3. |
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SEC USE ONLY
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4. |
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Source of Funds (See Instructions)
WC
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5. |
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Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
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6. |
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Citizenship or Place of Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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7. |
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Sole Voting Power
60,967
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8. |
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Shared Voting Power
0
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9. |
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Sole Dispositive Power
60,967
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10. |
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Shared Dispositive Power
0
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11. |
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Aggregate Amount Beneficially Owned by Each Reporting
Person
60,967
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12. |
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Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
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13. |
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Percent of Class Represented by Amount in Row (11)
0.2%(2)
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14. |
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Type of Reporting Person (See Instructions)
OO
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(1) |
This Schedule is filed by the MPM Entities and the
Listed Persons. The MPM Entities and the Listed Persons expressly
disclaim status as a “group” for purposes of this Schedule 13D.
|
(2) |
This percentage is calculated based upon 35,209,755
outstanding shares of common stock of the Issuer, as disclosed in
the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and
Exchange Commission on August 11, 2021.
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Page 4
CUSIP No. 46565G104
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1. |
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Name of Reporting Persons.
MPM BioVentures 2018, L.P.
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2. |
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Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) (b) ☒
(1)
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3. |
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SEC USE ONLY
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4. |
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Source of Funds (See Instructions)
WC
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5. |
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Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
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6. |
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Citizenship or Place of Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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7. |
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Sole Voting Power
1,118,717
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8. |
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Shared Voting Power
0
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9. |
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Sole Dispositive Power
1,118,717
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10. |
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Shared Dispositive Power
0
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11. |
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Aggregate Amount Beneficially Owned by Each Reporting
Person
1,118,717
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12. |
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Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
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13. |
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Percent of Class Represented by Amount in Row (11)
3.2%(2)
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14. |
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Type of Reporting Person (See Instructions)
PN
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(1) |
This Schedule is filed by the MPM Entities and the
Listed Persons. The MPM Entities and the Listed Persons expressly
disclaim status as a “group” for purposes of this Schedule 13D.
|
(2) |
This percentage is calculated based upon 35,209,755
outstanding shares of common stock of the Issuer, as disclosed in
the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and
Exchange Commission on August 11, 2021.
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Page 5
CUSIP No. 46565G104
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1. |
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Name of Reporting Persons.
MPM BioVentures 2018 (B), L.P.
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2. |
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Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) (b) ☒
(1)
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3. |
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SEC USE ONLY
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4. |
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Source of Funds (See Instructions)
WC
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5. |
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Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
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6. |
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Citizenship or Place of Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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7. |
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Sole Voting Power
54,213
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8. |
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Shared Voting Power
0
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9. |
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Sole Dispositive Power
54,213
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10. |
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Shared Dispositive Power
0
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11. |
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Aggregate Amount Beneficially Owned by Each Reporting
Person
54,213
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12. |
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Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
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13. |
|
Percent of Class Represented by Amount in Row (11)
0.2%(2)
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14. |
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Type of Reporting Person (See Instructions)
PN
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(1) |
This Schedule is filed by the MPM Entities and the
Listed Persons. The MPM Entities and the Listed Persons expressly
disclaim status as a “group” for purposes of this Schedule 13D.
|
(2) |
This percentage is calculated based upon 35,209,755
outstanding shares of common stock of the Issuer, as disclosed in
the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and
Exchange Commission on August 11, 2021.
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Page 6
CUSIP No. 46565G104
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1. |
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Name of Reporting Persons.
MPM Asset Management Investors BV2018 LLC
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2. |
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Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) (b) ☒
(1)
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3. |
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SEC USE ONLY
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4. |
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Source of Funds (See Instructions)
WC
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5. |
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Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
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6. |
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Citizenship or Place of Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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7. |
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Sole Voting Power
22,078
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8. |
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Shared Voting Power
0
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9. |
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Sole Dispositive Power
22,078
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10. |
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Shared Dispositive Power
0
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11. |
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Aggregate Amount Beneficially Owned by Each Reporting
Person
22,078
|
12. |
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Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
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13. |
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Percent of Class Represented by Amount in Row (11)
0.1%(2)
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14. |
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Type of Reporting Person (See Instructions)
OO
|
(1) |
This Schedule is filed by the MPM Entities and the
Listed Persons. The MPM Entities and the Listed Persons expressly
disclaim status as a “group” for purposes of this Schedule 13D.
|
(2) |
This percentage is calculated based upon 35,209,755
outstanding shares of common stock of the Issuer, as disclosed in
the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and
Exchange Commission on August 11, 2021.
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Page 7
CUSIP No. 46565G104
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1. |
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Name of Reporting Persons.
UBS Oncology Impact Fund, L.P.
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2. |
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Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) (b) ☒
(1)
|
3. |
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SEC USE ONLY
|
4. |
|
Source of Funds (See Instructions)
WC
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5. |
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Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
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6. |
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Citizenship or Place of Organization
Delaware
|
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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7. |
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Sole Voting Power
2,002,223
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8. |
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Shared Voting Power
0
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9. |
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Sole Dispositive Power
2,002,223
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10. |
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Shared Dispositive Power
0
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11. |
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Aggregate Amount Beneficially Owned by Each Reporting
Person
2,002,223
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12. |
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Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
|
13. |
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Percent of Class Represented by Amount in Row (11)
5.7%(2)
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14. |
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Type of Reporting Person (See Instructions)
PN
|
(1) |
This Schedule is filed by the MPM Entities and the
Listed Persons. The MPM Entities and the Listed Persons expressly
disclaim status as a “group” for purposes of this Schedule 13D.
|
(2) |
This percentage is calculated based upon 35,209,755
outstanding shares of common stock of the Issuer, as disclosed in
the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and
Exchange Commission on August 11, 2021.
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Page 8
CUSIP No. 46565G104
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1. |
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Name of Reporting Persons.
MPM BioVentures 2014 GP LLC
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2. |
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Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) (b) ☒
(1)
|
3. |
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SEC USE ONLY
|
4. |
|
Source of Funds (See Instructions)
WC
|
5. |
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Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
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6. |
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Citizenship or Place of Organization
Delaware
|
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
|
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7. |
|
Sole Voting Power
0
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8. |
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Shared Voting Power
1,879,016(2)
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9. |
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Sole Dispositive Power
0
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10. |
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Shared Dispositive Power
1,879,016(2)
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11. |
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Aggregate Amount Beneficially Owned by Each Reporting
Person
1,879,016(2)
|
12. |
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Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
|
13. |
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Percent of Class Represented by Amount in Row (11)
5.3%(3)
|
14. |
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Type of Reporting Person (See Instructions)
OO
|
(1) |
This Schedule is filed by the MPM Entities and the
Listed Persons. The MPM Entities and the Listed Persons expressly
disclaim status as a “group” for purposes of this Schedule 13D.
|
(2) |
Includes 1,771,303 shares held by BV 2014 and 107,713
shares held by BV 2014(B). BV 2014 GP and BV 2014 LLC are the
direct and indirect general partners of BV 2014 and BV 2014(B).
|
(3) |
This percentage is calculated based upon 35,209,755
outstanding shares of common stock of the Issuer, as disclosed in
the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and
Exchange Commission on August 11, 2021.
|
Page 9
CUSIP No. 46565G104
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1. |
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Name of Reporting Persons.
MPM BioVentures 2014 LLC
|
2. |
|
Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) (b) ☒
(1)
|
3. |
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SEC USE ONLY
|
4. |
|
Source of Funds (See Instructions)
WC
|
5. |
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Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
|
6. |
|
Citizenship or Place of Organization
Delaware
|
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|
|
|
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|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
|
|
7. |
|
Sole Voting Power
0
|
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8. |
|
Shared Voting Power
1,939,983(2)
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9. |
|
Sole Dispositive Power
0
|
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10. |
|
Shared Dispositive Power
1,939,983(2)
|
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|
11. |
|
Aggregate Amount Beneficially Owned by Each Reporting
Person
1,939,983(2)
|
12. |
|
Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
|
13. |
|
Percent of Class Represented by Amount in Row (11)
5.5%(3)
|
14. |
|
Type of Reporting Person (See Instructions)
OO
|
(1) |
This Schedule is filed by the MPM Entities and the
Listed Persons. The MPM Entities and the Listed Persons expressly
disclaim status as a “group” for purposes of this Schedule 13D.
|
(2) |
Includes 1,771,303 shares held by BV 2014, 107,713
shares held by BV 2014(B) and 60,967 shares held by AM BV2014 LLC.
BV 2014 GP and BV 2014 LLC are the direct and indirect general
partners of BV 2014 and BV 2014(B). BV 2014 LLC is the manager of
AM BV2014 LLC
|
(3) |
This percentage is calculated based upon 35,209,755
outstanding shares of common stock of the Issuer, as disclosed in
the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and
Exchange Commission on August 11, 2021.
|
Page 10
CUSIP No. 46565G104
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1. |
|
Name of Reporting Persons.
MPM BioVentures 2018 GP LLC
|
2. |
|
Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) (b) ☒
(1)
|
3. |
|
SEC USE ONLY
|
4. |
|
Source of Funds (See Instructions)
WC
|
5. |
|
Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
|
6. |
|
Citizenship or Place of Organization
Delaware
|
|
|
|
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
|
|
7. |
|
Sole Voting Power
0
|
|
8. |
|
Shared Voting Power
1,172,930(2)
|
|
9. |
|
Sole Dispositive Power
0
|
|
10. |
|
Shared Dispositive Power
1,172,930(2)
|
|
|
|
|
|
|
|
11. |
|
Aggregate Amount Beneficially Owned by Each Reporting
Person
1,172,930(2)
|
12. |
|
Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
|
13. |
|
Percent of Class Represented by Amount in Row (11)
3.3%(3)
|
14. |
|
Type of Reporting Person (See Instructions)
OO
|
(1) |
This Schedule is filed by the MPM Entities and the
Listed Persons. The MPM Entities and the Listed Persons expressly
disclaim status as a “group” for purposes of this Schedule 13D.
|
(2) |
Includes 1,118,717 shares held by BV 2018 and 54,213
shares held by BV 2018(B). BV 2018 GP and BV 2018 LLC are the
direct and indirect general partners of BV 2018 and BV 2018(B).
|
(3) |
This percentage is calculated based upon 35,209,755
outstanding shares of common stock of the Issuer, as disclosed in
the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and
Exchange Commission on August 11, 2021.
|
Page 11
CUSIP No. 46565G104
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1. |
|
Name of Reporting Persons.
MPM BioVentures 2018 LLC
|
2. |
|
Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) (b) ☒
(1)
|
3. |
|
SEC USE ONLY
|
4. |
|
Source of Funds (See Instructions)
WC
|
5. |
|
Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
|
6. |
|
Citizenship or Place of Organization
Delaware
|
|
|
|
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
|
|
7. |
|
Sole Voting Power
0
|
|
8. |
|
Shared Voting Power
1,195,008(2)
|
|
9. |
|
Sole Dispositive Power
0
|
|
10. |
|
Shared Dispositive Power
1,195,008(2)
|
|
|
|
|
|
|
|
11. |
|
Aggregate Amount Beneficially Owned by Each Reporting
Person
1,195,008(2)
|
12. |
|
Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
|
13. |
|
Percent of Class Represented by Amount in Row (11)
3.4%(3)
|
14. |
|
Type of Reporting Person (See Instructions)
OO
|
(1) |
This Schedule is filed by the MPM Entities and the
Listed Persons. The MPM Entities and the Listed Persons expressly
disclaim status as a “group” for purposes of this Schedule 13D.
|
(2) |
Includes 1,118,717 shares held by BV 2018, 54,213
shares held by BV 2018(B) and 22,078 shares held by AM BV2018 LLC.
BV 2018 GP and BV 2018 LLC are the direct and indirect general
partners of BV 2018 and BV 2018(B). BV 2018 LLC is the manager of
AM BV2018 LLC.
|
(3) |
This percentage is calculated based upon 35,209,755
outstanding shares of common stock of the Issuer, as disclosed in
the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and
Exchange Commission on August 11, 2021.
|
Page 12
CUSIP No. 46565G104
|
|
|
|
|
|
|
1. |
|
Name of Reporting Persons.
Oncology Impact Fund (Cayman) Management LP
|
2. |
|
Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) (b) ☒
(1)
|
3. |
|
SEC USE ONLY
|
4. |
|
Source of Funds (See Instructions)
WC
|
5. |
|
Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
|
6. |
|
Citizenship or Place of Organization
Delaware
|
|
|
|
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
|
|
7. |
|
Sole Voting Power
2,002,223(2)
|
|
8. |
|
Shared Voting Power
0
|
|
9. |
|
Sole Dispositive Power
2,002,223(2)
|
|
10. |
|
Shared Dispositive Power
0
|
|
|
|
|
|
|
|
11. |
|
Aggregate Amount Beneficially Owned by Each Reporting
Person
2,002,223(2)
|
12. |
|
Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
|
13. |
|
Percent of Class Represented by Amount in Row (11)
5.7%(3)
|
14. |
|
Type of Reporting Person (See Instructions)
PN
|
(1) |
This Schedule is filed by the MPM Entities and the
Listed Persons. The MPM Entities and the Listed Persons expressly
disclaim status as a “group” for purposes of this Schedule 13D.
|
(2) |
Consists of shares held by UBS Oncology. BioImpact is
the General Partner of Oncology (Cayman), the General Partner of
UBS Oncology.
|
(3) |
This percentage is calculated based upon 35,209,755
outstanding shares of common stock of the Issuer, as disclosed in
the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and
Exchange Commission on August 11, 2021.
|
Page 13
CUSIP No. 46565G104
|
|
|
|
|
|
|
1. |
|
Name of Reporting Persons.
BioImpact Capital LLC
|
2. |
|
Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) (b) ☒
(1)
|
3. |
|
SEC USE ONLY
|
4. |
|
Source of Funds (See Instructions)
WC
|
5. |
|
Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
|
6. |
|
Citizenship or Place of Organization
Delaware
|
|
|
|
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
|
|
7. |
|
Sole Voting Power
2,002,223(2)
|
|
8. |
|
Shared Voting Power
0
|
|
9. |
|
Sole Dispositive Power
2,002,223(2)
|
|
10. |
|
Shared Dispositive Power
0
|
|
|
|
|
|
|
|
11. |
|
Aggregate Amount Beneficially Owned by Each Reporting
Person
2,002,223(2)
|
12. |
|
Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
|
13. |
|
Percent of Class Represented by Amount in Row (11)
5.7%(3)
|
14. |
|
Type of Reporting Person (See Instructions)
OO
|
(1) |
This Schedule is filed by the MPM Entities and the
Listed Persons. The MPM Entities and the Listed Persons expressly
disclaim status as a “group” for purposes of this Schedule 13D.
|
(2) |
Consists of shares held by UBS Oncology. BioImpact is
the general partner Oncology (Cayman), the General Partner of UBS
Oncology.
|
(3) |
This percentage is calculated based upon 35,209,755
outstanding shares of common stock of the Issuer, as disclosed in
the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and
Exchange Commission on August 11, 2021.
|
Page 14
CUSIP No. 46565G104
|
|
|
|
|
|
|
1. |
|
Name of Reporting Persons.
Ansbert Gadicke
|
2. |
|
Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) (b) ☒
(1)
|
3. |
|
SEC USE ONLY
|
4. |
|
Source of Funds (See Instructions)
OO
|
5. |
|
Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
|
6. |
|
Citizenship or Place of Organization
United States
|
|
|
|
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
|
|
7. |
|
Sole Voting Power
0
|
|
8. |
|
Shared Voting Power
5,137,214(2)
|
|
9. |
|
Sole Dispositive Power
0
|
|
10. |
|
Shared Dispositive Power
5,137,214(2)
|
|
|
|
|
|
|
|
11. |
|
Aggregate Amount Beneficially Owned by Each Reporting
Person
5,137,214(2)
|
12. |
|
Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
|
13. |
|
Percent of Class Represented by Amount in Row (11)
14.6%(3)
|
14. |
|
Type of Reporting Person (See Instructions)
IN
|
(1) |
This Schedule is filed by the MPM Entities and the
Listed Persons. The MPM Entities and the Listed Persons expressly
disclaim status as a “group” for purposes of this Schedule 13D.
|
(2) |
Includes 1,771,303 shares held by BV 2014, 107,713
shares held by BV 2014(B), 60,967 shares held by AM BV 2014 LLC,
1,118,717 share held by BV 2018, 54,213 shares held by BV 2018(B),
22,078 shares held by AM BV 2018 LLC and 2,002,223 shares held by
UBS Oncology. The Reporting Person is a managing director of BV
2014 LLC and BV2018 LLC and the managing partner of BioImpact.
|
(3) |
This percentage is calculated based upon 35,209,755
outstanding shares of common stock of the Issuer, as disclosed in
the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and
Exchange Commission on August 11, 2021.
|
Page 15
CUSIP No. 46565G104
|
|
|
|
|
|
|
1. |
|
Name of Reporting Persons.
Luke Evnin
|
2. |
|
Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) (b) ☒
(1)
|
3. |
|
SEC USE ONLY
|
4. |
|
Source of Funds (See Instructions)
OO
|
5. |
|
Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
|
6. |
|
Citizenship or Place of Organization
United States
|
|
|
|
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
|
|
7. |
|
Sole Voting Power
0
|
|
8. |
|
Shared Voting Power
3,134,991(2)
|
|
9. |
|
Sole Dispositive Power
0
|
|
10. |
|
Shared Dispositive Power
3,134,991(2)
|
|
|
|
|
|
|
|
11. |
|
Aggregate Amount Beneficially Owned by Each Reporting
Person
3,134,991(2)
|
12. |
|
Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
|
13. |
|
Percent of Class Represented by Amount in Row (11)
8.9%(3)
|
14. |
|
Type of Reporting Person (See Instructions)
IN
|
(1) |
This Schedule is filed by the MPM Entities and the
Listed Persons. The MPM Entities and the Listed Persons expressly
disclaim status as a “group” for purposes of this Schedule 13D.
|
(2) |
Includes 1,771,303 shares held by BV 2014, 107,713
shares held by BV 2014(B), 60,967 shares held by AM BV 2014 LLC,
1,118,717 share held by BV 2018, 54,213 shares held by BV 2018(B)
and 22,078 shares held by AM BV 2018 LLC. The Reporting Person is a
managing director of BV 2014 LLC and BV 2018 LLC.
|
(3) |
This percentage is calculated based upon 35,209,755
outstanding shares of common stock of the Issuer, as disclosed in
the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and
Exchange Commission on August 11, 2021.
|
Page 16
CUSIP No. 46565G104
|
|
|
|
|
|
|
1. |
|
Name of Reporting Persons.
Todd Foley
|
2. |
|
Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) (b) ☒
(1)
|
3. |
|
SEC USE ONLY
|
4. |
|
Source of Funds (See Instructions)
OO
|
5. |
|
Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
|
6. |
|
Citizenship or Place of Organization
United States
|
|
|
|
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
|
|
7. |
|
Sole Voting Power
0
|
|
8. |
|
Shared Voting Power
3,134,991(2)
|
|
9. |
|
Sole Dispositive Power
0
|
|
10. |
|
Shared Dispositive Power
3,134,991(2)
|
|
|
|
|
|
|
|
11. |
|
Aggregate Amount Beneficially Owned by Each Reporting
Person
3,134,991(2)
|
12. |
|
Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
|
13. |
|
Percent of Class Represented by Amount in Row (11)
8.9%(3)
|
14. |
|
Type of Reporting Person (See Instructions)
IN
|
(1) |
This Schedule is filed by the MPM Entities and the
Listed Persons. The MPM Entities and the Listed Persons expressly
disclaim status as a “group” for purposes of this Schedule 13D.
|
(2) |
Includes 1,771,303 shares held by BV 2014, 107,713
shares held by BV 2014(B), 60,967 shares held by AM BV 2014 LLC,
1,118,717 share held by BV 2018, 54,213 shares held by BV 2018(B)
and 22,078 shares held by AM BV 2018 LLC. The Reporting Person is a
managing director of BV 2014 LLC and BV 2018 LLC.
|
(3) |
This percentage is calculated based upon 35,209,755
outstanding shares of common stock of the Issuer, as disclosed in
the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and
Exchange Commission on August 11, 2021.
|
Page 17
CUSIP No. 46565G104
|
|
|
|
|
|
|
1. |
|
Name of Reporting Persons.
Edward Hurwitz
|
2. |
|
Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) (b) ☒
(1)
|
3. |
|
SEC USE ONLY
|
4. |
|
Source of Funds (See Instructions)
OO
|
5. |
|
Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
|
6. |
|
Citizenship or Place of Organization
United States
|
|
|
|
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
|
|
7. |
|
Sole Voting Power
0
|
|
8. |
|
Shared Voting Power
1,195,008(2)
|
|
9. |
|
Sole Dispositive Power
0
|
|
10. |
|
Shared Dispositive Power
1,195,008(2)
|
|
|
|
|
|
|
|
11. |
|
Aggregate Amount Beneficially Owned by Each Reporting
Person
1,195,008(2)
|
12. |
|
Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
|
13. |
|
Percent of Class Represented by Amount in Row (11)
3.4%(3)
|
14. |
|
Type of Reporting Person (See Instructions)
IN
|
(1) |
This Schedule is filed by the MPM Entities and the
Listed Persons. The MPM Entities and the Listed Persons expressly
disclaim status as a “group” for purposes of this Schedule 13D.
|
(2) |
Includes 1,118,717 shares held by BV 2018, 54,213
shares held by BV 2018(B) and 22,078 shares held by AM BV 2018 LLC
. The Reporting Person is a managing director of BV 2018 LLC.
|
(3) |
This percentage is calculated based upon 35,209,755
outstanding shares of common stock of the Issuer, as disclosed in
the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and
Exchange Commission on August 11, 2021.
|
Page 18
This Amendment No. 2 to Schedule 13D (“Amendment No. 2”)
is being filed as an amendment to the initial statement on Schedule
13D relating to the common stock (the “Common Stock”), of iTeos
Therapeutics Inc. (the “Issuer”), as filed with the Securities and
Exchange Commission (the “SEC”) on August 7, 2020 and , as
amended by Amendment No. 1 filed September 21, 2021 (as
amended, the “Original Schedule 13D”). This Schedule 13D/A is being
filed by the Filing Persons to report the open market sales and
distributions in kind of the Issuer’s Common Stock by certain
Filing Persons.
Items 4, 5 and 7 of the Original Schedule 13D are hereby amended
and supplemented to the extent hereinafter expressly set forth and,
except as amended and supplemented hereby, the Original Schedule
13D remains in full force and effect. All capitalized terms used in
this Amendment No. 2 but not defined herein shall have the
meanings ascribed thereto in the Original Schedule 13D.
Item 4. |
Purpose of Transaction
|
Item 4 of the Original Schedule 13D is hereby amended and
supplemented by adding the following paragraph at the end of
Item 4:
The MPM Entities sold an aggregate of 438,998 shares of Common
Stock in open market transactions from September 21, 2021
through October 18, 2021 for aggregate gross proceeds of
$12,003,881.
Item 5. |
Interest in Securities of the Issuer
|
(a) – (b) The following information with respect to the ownership
of the Common Stock of the Issuer by the Filing Persons is provided
as of October 18, 2021:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reporting Person
|
|
Shares
Held
Directly |
|
|
Sole Voting
Power |
|
|
Shared
Voting
Power |
|
|
Sole
Dispositive
Power |
|
|
Shared
Dispositive
Power |
|
|
Beneficial
Ownership |
|
|
Percentage
of Class (1) |
|
BV 2014
|
|
|
1,771,303 |
|
|
|
1,771,303 |
|
|
|
0 |
|
|
|
1,771,303 |
|
|
|
0 |
|
|
|
1,771,303 |
|
|
|
5.0 |
% |
BV 2014(B)
|
|
|
107,713 |
|
|
|
107,713 |
|
|
|
0 |
|
|
|
107,713 |
|
|
|
0 |
|
|
|
107,713 |
|
|
|
0.3 |
% |
AM BV 2014 LLC
|
|
|
60,967 |
|
|
|
60,967 |
|
|
|
0 |
|
|
|
60,967 |
|
|
|
0 |
|
|
|
60,967 |
|
|
|
0.2 |
% |
BV 2018
|
|
|
1,118,717 |
|
|
|
1,118,717 |
|
|
|
0 |
|
|
|
1,118,717 |
|
|
|
0 |
|
|
|
1,118,717 |
|
|
|
3.2 |
% |
BV 2018(B)
|
|
|
54,213 |
|
|
|
54,213 |
|
|
|
0 |
|
|
|
54,213 |
|
|
|
0 |
|
|
|
54,213 |
|
|
|
0.2 |
% |
AM BV 2018 LLC
|
|
|
22,078 |
|
|
|
22,078 |
|
|
|
0 |
|
|
|
22,078 |
|
|
|
0 |
|
|
|
22,078 |
|
|
|
0.1 |
% |
UBS Oncology
|
|
|
2,002,223 |
|
|
|
2,002,223 |
|
|
|
0 |
|
|
|
2,002,223 |
|
|
|
0 |
|
|
|
2,002,223 |
|
|
|
5.7 |
% |
BV 2014 GP(2)
|
|
|
0 |
|
|
|
0 |
|
|
|
1,879,016 |
|
|
|
0 |
|
|
|
1,879,016 |
|
|
|
1,879,016 |
|
|
|
5.3 |
% |
BV 2014 LLC(3)
|
|
|
0 |
|
|
|
0 |
|
|
|
1,939,983 |
|
|
|
0 |
|
|
|
1,939,983 |
|
|
|
1,939,983 |
|
|
|
5.5 |
% |
BV 2018 GP(4)
|
|
|
0 |
|
|
|
0 |
|
|
|
1,172,930 |
|
|
|
0 |
|
|
|
1,172,930 |
|
|
|
1,172,930 |
|
|
|
3.3 |
% |
BV 2018 LLC(5)
|
|
|
0 |
|
|
|
0 |
|
|
|
1,119,008 |
|
|
|
0 |
|
|
|
1,119,008 |
|
|
|
1,119,008 |
|
|
|
3.4 |
% |
Oncology Cayman(6)
|
|
|
0 |
|
|
|
0 |
|
|
|
2,002,223 |
|
|
|
0 |
|
|
|
2,002,223 |
|
|
|
2,002,223 |
|
|
|
5.7 |
% |
BioImpact(6)
|
|
|
0 |
|
|
|
0 |
|
|
|
2,002,223 |
|
|
|
0 |
|
|
|
2,002,223 |
|
|
|
2,002,223 |
|
|
|
5.7 |
% |
Ansbert Gadicke(7)
|
|
|
0 |
|
|
|
0 |
|
|
|
5,137,214 |
|
|
|
0 |
|
|
|
5,137,214 |
|
|
|
5,137,214 |
|
|
|
14.6 |
% |
Page 19
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Luke Evnin(8)
|
|
|
0 |
|
|
|
0 |
|
|
|
3,134,991 |
|
|
|
0 |
|
|
|
3,134,991 |
|
|
|
3,134,991 |
|
|
|
8.9 |
% |
Todd Foley(8)
|
|
|
0 |
|
|
|
0 |
|
|
|
3,134,991 |
|
|
|
0 |
|
|
|
3,134,991 |
|
|
|
3,134,991 |
|
|
|
8.9 |
% |
Edward Hurwitz(9)
|
|
|
0 |
|
|
|
0 |
|
|
|
1,195,008 |
|
|
|
0 |
|
|
|
1,195,008 |
|
|
|
1,195,008 |
|
|
|
3.4 |
% |
(1) |
This percentage is calculated based upon 35,209,755
outstanding common stock of the Issuer, as disclosed in the
Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and
Exchange Commission on August 11, 2021.
|
(2) |
Includes securities held by BV 2014 and BV 2014(B). BV
2014 GP is the direct general partner of BV 2014 and BV
2014(B).
|
(3) |
Includes securities held by BV 2014, BV2014(B) and AM
BV 2014 LLC. BV 2014 LLC is the indirect general partner of BV 2014
and BV 2014(B) and the manager of AM BV 2014 LLC.
|
(4) |
Includes securities held by BV 2018 and BV 2018(B). BV
2018 GP is the direct general partner of BV 2018 and BV
2018(B).
|
(5) |
Includes securities held by BV 2018, BV 2018(B) and AM
BV 2018 LLC. BV 2018 LLC is the indirect general partner of BV 2018
and BV 2018(B) and the manager of AM BV 2018 LLC.
|
(6) |
Includes shares held by UBS Oncology. BioImpact is the
General Partner of Oncology (Cayman), the General Partner of UBS
Oncology.
|
(7) |
Includes securities held by BV 2014, BV 2014(B), AM BV
2014 LLC, BV 2018, BV 2018(B), AM BV 2018 LLC and UBS Oncology. The
Reporting Person is a managing director of BV 2014 LLC and BV 2018
LLC and the managing partner of BioImpact.
|
(8) |
Includes securities held by BV 2014, BV 2014(B), AM BV
2014 LLC, BV 2018, BV 2018(B), and AM BV 2018 LLC. The Reporting
Person is a managing director of BV 2014 LLC and BV 2018 LLC.
|
(9) |
Includes shares held by BV 2018, BV 2018(B) and AM BV
2018 LLC. The Reporting Person is a managing director of BV 2018
LLC.
|
Each Filing Person disclaims membership in a “group.” Each Filing
Person also disclaims beneficial ownership of any shares of the
Issuer, except for the shares set forth in the table above next to
the respective Filing Person’s name in subsection (b) of this
Item 5.
The Reporting Persons sold the following Common Stock in the open
market in the sixty days preceding the date of this filing:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Date of Sale
|
|
Price Range |
|
|
Average
Price |
|
|
Sold by BV
2014 |
|
|
Sold by
AM BV
2014 LLC |
|
|
Sold by
BV 2018 |
|
|
Sold by
AM BV
2018 LLC |
|
|
Sold by UBS
Oncology |
|
9/7/2021
|
|
$ |
28.89-$29.64 |
|
|
$ |
29.18 |
|
|
|
18,156 |
|
|
|
625 |
|
|
|
11,467 |
|
|
|
226 |
|
|
|
20,522 |
|
9/8/2021
|
|
$ |
28.02-$29.01 |
|
|
$ |
28.61 |
|
|
|
6,644 |
|
|
|
229 |
|
|
|
4,196 |
|
|
|
83 |
|
|
|
7,511 |
|
9/8/2021
|
|
$ |
29.04-$29.21 |
|
|
$ |
29.10 |
|
|
|
560 |
|
|
|
19 |
|
|
|
354 |
|
|
|
7 |
|
|
|
633 |
|
9/9/2021
|
|
$ |
28.29-$29.27 |
|
|
$ |
28.97 |
|
|
|
13,539 |
|
|
|
466 |
|
|
|
8,551 |
|
|
|
169 |
|
|
|
15,303 |
|
9/10/2021
|
|
$ |
27.455-$28.45 |
|
|
$ |
27.86 |
|
|
|
4,027 |
|
|
|
139 |
|
|
|
2,544 |
|
|
|
50 |
|
|
|
4,553 |
|
9/10/2021
|
|
$ |
28.46-$28.91 |
|
|
$ |
28.73 |
|
|
|
4,034 |
|
|
|
139 |
|
|
|
2,547 |
|
|
|
51 |
|
|
|
4,559 |
|
9/13/2021
|
|
$ |
27.17-$27.99 |
|
|
$ |
27.64 |
|
|
|
12,740 |
|
|
|
439 |
|
|
|
8,046 |
|
|
|
159 |
|
|
|
14,401 |
|
9/14/2021
|
|
$ |
26.91-$27.90 |
|
|
$ |
27.50 |
|
|
|
10,687 |
|
|
|
368 |
|
|
|
6,750 |
|
|
|
133 |
|
|
|
12,080 |
|
9/14/2021
|
|
$ |
27.92-$28.055 |
|
|
$ |
27.99 |
|
|
|
2,159 |
|
|
|
74 |
|
|
|
1,363 |
|
|
|
27 |
|
|
|
2,440 |
|
9/15/2021
|
|
$ |
27.12-$28.11 |
|
|
$ |
27.79 |
|
|
|
13,770 |
|
|
|
474 |
|
|
|
8,697 |
|
|
|
172 |
|
|
|
15,564 |
|
9/15/2021
|
|
$ |
28.13-$28.19 |
|
|
$ |
28.15 |
|
|
|
591 |
|
|
|
20 |
|
|
|
373 |
|
|
|
7 |
|
|
|
668 |
|
9/16/2021
|
|
$ |
27.885-$28.69 |
|
|
$ |
28.47 |
|
|
|
12,662 |
|
|
|
436 |
|
|
|
7,997 |
|
|
|
158 |
|
|
|
14,312 |
|
9/17/2021
|
|
$ |
28.50-$29.11 |
|
|
$ |
28.82 |
|
|
|
27,226 |
|
|
|
937 |
|
|
|
17,195 |
|
|
|
340 |
|
|
|
30,775 |
|
9/20/2021
|
|
$ |
26.535-$27.52 |
|
|
$ |
27.03 |
|
|
|
6,317 |
|
|
|
217 |
|
|
|
3,990 |
|
|
|
78 |
|
|
|
7,141 |
|
9/20/2021
|
|
$ |
27.53-$28.39 |
|
|
$ |
27.84 |
|
|
|
8,163 |
|
|
|
281 |
|
|
|
5,156 |
|
|
|
101 |
|
|
|
9,229 |
|
9/21/2021
|
|
$ |
26.98-$27.72 |
|
|
$ |
27.47 |
|
|
|
11,698 |
|
|
|
403 |
|
|
|
7,388 |
|
|
|
146 |
|
|
|
13,223 |
|
9/22/2021
|
|
$ |
27.03-$27.75 |
|
|
$ |
27.54 |
|
|
|
8,516 |
|
|
|
293 |
|
|
|
5,379 |
|
|
|
106 |
|
|
|
9,627 |
|
Page 20
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9/23/2021 |
|
$ |
27.25-$28.24 |
|
|
$ |
27.96 |
|
|
|
21,575 |
|
|
|
743 |
|
|
|
13,626 |
|
|
|
269 |
|
|
|
24,387 |
|
9/23/2021 |
|
$ |
28.26-$28.46 |
|
|
$ |
28.38 |
|
|
|
427 |
|
|
|
15 |
|
|
|
270 |
|
|
|
5 |
|
|
|
483 |
|
9/24/2021 |
|
$ |
27.39-$28.26 |
|
|
$ |
27.81 |
|
|
|
2,927 |
|
|
|
101 |
|
|
|
1,849 |
|
|
|
36 |
|
|
|
3,308 |
|
9/27/2021 |
|
$ |
26.95-$27.40 |
|
|
$ |
27.09 |
|
|
|
6,926 |
|
|
|
238 |
|
|
|
4,375 |
|
|
|
86 |
|
|
|
7,830 |
|
9/28/2021 |
|
$ |
26.95-$27.10 |
|
|
$ |
27.00 |
|
|
|
11,447 |
|
|
|
394 |
|
|
|
7,230 |
|
|
|
143 |
|
|
|
12,940 |
|
9/30/2021 |
|
$ |
26.955-$27.05 |
|
|
$ |
27.00 |
|
|
|
1,366 |
|
|
|
47 |
|
|
|
862 |
|
|
|
17 |
|
|
|
1,544 |
|
10/1/2021 |
|
$ |
26.95-$27.07 |
|
|
$ |
27.00 |
|
|
|
4,084 |
|
|
|
141 |
|
|
|
2,579 |
|
|
|
51 |
|
|
|
4,616 |
|
10/4/2021 |
|
$ |
26.95-$27.19 |
|
|
$ |
27.06 |
|
|
|
12,339 |
|
|
|
425 |
|
|
|
7,793 |
|
|
|
154 |
|
|
|
13,948 |
|
10/7/2021 |
|
$ |
26.95-$27.07 |
|
|
$ |
27.00 |
|
|
|
684 |
|
|
|
24 |
|
|
|
432 |
|
|
|
9 |
|
|
|
773 |
|
10/8/2021 |
|
$ |
26.97-$27.035 |
|
|
$ |
27.01 |
|
|
|
1,210 |
|
|
|
42 |
|
|
|
765 |
|
|
|
15 |
|
|
|
1,368 |
|
10/11/2021 |
|
$ |
26.95-$27.53 |
|
|
$ |
27.24 |
|
|
|
29,081 |
|
|
|
1,001 |
|
|
|
18,367 |
|
|
|
363 |
|
|
|
32,872 |
|
10/12/2021 |
|
$ |
26.95-$27.28 |
|
|
$ |
27.09 |
|
|
|
5,077 |
|
|
|
175 |
|
|
|
3,206 |
|
|
|
63 |
|
|
|
5,739 |
|
10/13/2021 |
|
$ |
26.95-$27.335 |
|
|
$ |
27.13 |
|
|
|
12,469 |
|
|
|
429 |
|
|
|
7,875 |
|
|
|
156 |
|
|
|
14,094 |
|
10/14/2021 |
|
$ |
26.95-$27.84 |
|
|
$ |
27.30 |
|
|
|
16,277 |
|
|
|
560 |
|
|
|
10,280 |
|
|
|
203 |
|
|
|
18,399 |
|
10/15/2021 |
|
$ |
26.97-$27.955 |
|
|
$ |
27.53 |
|
|
|
5,298 |
|
|
|
182 |
|
|
|
3,347 |
|
|
|
66 |
|
|
|
5,989 |
|
10/15/2021 |
|
$ |
27.97-$28.07 |
|
|
$ |
28.01 |
|
|
|
1,215 |
|
|
|
42 |
|
|
|
767 |
|
|
|
15 |
|
|
|
1,374 |
|
10/18/2021 |
|
$ |
26.96-$27.94 |
|
|
$ |
27.14 |
|
|
|
3,676 |
|
|
|
125 |
|
|
|
2,321 |
|
|
|
45 |
|
|
|
4,153 |
|
|
|
|
|
|
|
|
|
|
|
|
297,567 |
|
|
|
10,243 |
|
|
|
187,937 |
|
|
|
3,709 |
|
|
|
336,358 |
|
The information provided and incorporated by reference in Item 3
and Item 6 is hereby incorporated by reference in this Item 5.
Item 7. |
Material to Be Filed as Exhibits
|
C. |
Agreement regarding filing of joint Schedule 13D.
|
Page 21
Signatures
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.
Date: October 18, 2021
|
|
|
MPM
BIOVENTURES 2014, L.P. |
|
|
By: |
|
MPM BioVentures 2014 GP LLC, |
|
|
its General Partner |
By: |
|
MPM BioVentures 2014 LLC, |
|
|
Its Managing Member |
|
|
By: |
|
/s/ Luke Evnin
|
Name: |
|
Luke Evnin |
Title: |
|
Managing Director |
|
|
|
|
MPM
BIOVENTURES 2014 (B), L.P. |
|
|
By: |
|
MPM BioVentures 2014 GP LLC, |
|
|
its General Partner |
By: |
|
MPM BioVentures 2014 LLC, |
|
|
Its Managing Member |
|
|
By: |
|
/s/ Luke Evnin
|
Name: |
|
Luke Evnin |
Title: |
|
Managing Director |
|
MPM ASSET
MANAGEMENT INVESTORS BV 2014
LLC |
|
|
By: |
|
MPM BioVentures 2014 LLC, |
|
|
Its Manager |
|
|
By: |
|
/s/ Luke Evnin
|
Name: |
|
Luke Evnin |
Title: |
|
Managing Director |
|
MPM
BIOVENTURES 2014 GP LLC |
|
|
By: |
|
MPM BioVentures 2014 LLC, |
|
|
Its Managing Member |
|
|
By: |
|
/s/ Luke Evnin
|
Name: |
|
Luke Evnin |
Title: |
|
Managing Director |
Page 22
|
|
|
MPM
BIOVENTURES 2014 LLC |
|
|
By: |
|
/s/ Luke Evnin
|
Name: |
|
Luke Evnin |
Title: |
|
Managing Director |
|
MPM
BIOVENTURES 2018, L.P. |
|
|
By: |
|
MPM BioVentures 2018 GP LLC, |
|
|
its General Partner |
By: |
|
MPM BioVentures 2018 LLC, |
|
|
Its Managing Member |
|
|
By: |
|
/s/ Luke Evnin
|
Name: |
|
Luke Evnin |
Title: |
|
Managing Director |
|
|
|
|
MPM
BIOVENTURES 2018 (B), L.P. |
|
|
By: |
|
MPM BioVentures 2018 GP LLC, |
|
|
its General Partner |
By: |
|
MPM BioVentures 2018 LLC, |
|
|
Its Managing Member |
|
|
By: |
|
/s/ Luke Evnin
|
Name: |
|
Luke Evnin |
Title: |
|
Managing Director |
|
MPM ASSET
MANAGEMENT INVESTORS BV 2018
LLC |
|
|
By: |
|
MPM BioVentures 2018 LLC, |
|
|
Its Manager |
|
|
By: |
|
/s/ Luke Evnin
|
Name: |
|
Luke Evnin |
Title: |
|
Managing Director |
|
MPM
BIOVENTURES 2018 GP LLC |
|
|
By: |
|
MPM BioVentures 2018 LLC, |
|
|
Its Managing Member |
|
|
By: |
|
/s/ Luke Evnin
|
Name: |
|
Luke Evnin |
Title: |
|
Managing Director |
|
MPM
BIOVENTURES 2018 LLC |
|
|
By: |
|
/s/ Luke Evnin
|
Name: |
|
Luke Evnin |
Title: |
|
Managing Director |
Page 23
|
|
|
UBS ONCOLOGY
IMPACT FUND, L.P. |
|
|
By: |
|
Oncology Impact Fund (Cayman) Management
L.P., |
|
|
its General Partner |
By: |
|
BioImpact Capital LLC |
|
|
Its General Partner |
|
|
By: |
|
/s/ Ansbert Gadicke
|
Name: |
|
Ansbert Gadicke |
Title: |
|
Managing Partner |
|
ONCOLOGY
IMPACT FUND (CAYMAN)
MANAGEMENT L.P. |
|
|
By: |
|
BioImpact Capital LLC |
|
|
By: |
|
/s/ Ansbert Gadicke
|
Name: |
|
Ansbert Gadicke |
Title: |
|
Managing Partner |
|
BIOIMPACT CAPITAL
LLC |
|
|
By: |
|
/s/ Ansbert Gadicke
|
Name: |
|
Ansbert Gadicke |
Title: |
|
Managing Partner |
|
|
By: |
|
/s/ Todd Foley
|
Name: |
|
Todd Foley |
|
|
By: |
|
/s/ Luke Evnin
|
Name: |
|
Luke Evnin |
|
|
By: |
|
/s/ Ansbert Gadicke
|
Name: |
|
Ansbert Gadicke |
|
|
By: |
|
/s/ Edward Hurwitz
|
Name: |
|
Edward Hurwitz |
Page 24
Schedule I
General Partners/Members
Ansbert Gadicke
c/o MPM Asset Management
450 Kendall Street
Cambridge, MA 02142
Principal Occupation: Managing director of MPM BioVentures 2014
LLC, MPM BioVentures 2018 LLC and managing partner of BioImpact
Capital LLC.
Citizenship: USA
Luke Evnin
c/o MPM Asset Management
450 Kendall Street
Cambridge, MA 02142
Principal Occupation: Managing director of MPM BioVentures 2014 LLC
and MPM BioVentures 2018 LLC.
Citizenship: USA
Todd Foley
c/o MPM Asset Management
450 Kendall Street
Cambridge, MA 02142
Principal Occupation: Managing director of MPM BioVentures 2014 LLC
and MPM BioVentures 2018 LLC.
Citizenship: USA
Edward Hurwitz
c/o MPM Asset Management
450 Kendall Street
Cambridge, MA 02142
Principal Occupation: Managing director of MPM BioVentures 2018
LLC.
Citizenship: USA
Page 25
Exhibit Index
C. |
Agreement regarding filing of joint Schedule 13D.
|
Page 26
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