FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Revolution Medicines, Inc. [ RVMD ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/17/2020 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 3,103,049 | I | See footnote(1) | |||||||
Common Stock | 3,504,313 | I | See footnote(2) | |||||||
Common Stock | 685,011 | I | See footnote(3) | |||||||
Common Stock | 685,011 | I | See footnote(4) | |||||||
Common Stock | 06/17/2020 | A | 7,234 | A | $0 | 7,234(5) | D(6) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) | 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: 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 | ||||||||
Stock Option (Right to Buy) | $36.57 | 06/17/2020 | A | 25,318 | (7) | 06/16/2030 | Common Stock | 25,318 | $0.00 | 25,318 | D(6) |
Explanation of Responses: |
1. The securities are directly held by The Column Group III, LP, and indirectly held by The Column Group III GP, LP ("TCG III GP"), the general partner of TCG III LP. Peter Svennilson is a managing partner of TCG III GP. As a managing partner of TCG III GP he may be deemed to have voting and investment power with respect to such shares. He disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest in such shares. |
2. The securities are directly held by The Column Group III-A, LP, and indirectly held by TCG III GP, the general partner of TCG III-A LP. Peter Svennilson is a managing partner of TCG III GP. As a managing partner of TCG III GP he may be deemed to have voting and investment power with respect to such shares. He disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest in such shares. |
3. The securities are directly held by Ponoi Capital LP ("Ponoi LP"), and indirectly held by Ponoi Management, LLC ("Ponoi LLC"), the general partner of Ponoi LP. Peter Svennilson is a managing partner of Ponoi LLC. As a managing partner of Ponoi LP he may be deemed to have voting and investment power with respect to such shares. He disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest in such shares. |
4. The securities are directly held by Ponoi Capital II, LP ("Ponoi II LP"), and indirectly held by Ponoi II Management, LLC ("Ponoi II LLC"), the general partner of Ponoi II LP. Peter Svennilson is a managing partner of Ponoi II LLC. As a managing partner of Ponoi II LLC he may be deemed to have voting and investment power with respect to such shares. He disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest in such shares. |
5. Includes 7,234 Restricted Stock Units. |
6. The Reporting Person is a managing partner of TCG III GP which is the general partner of TCG III LP and TCG III-A LP, and is a managing partner of Ponoi LLC and Ponoi II LLC which are the general partners of Ponoi LP and Ponoi II LP, respectively. Under the partnership agreements of TCG III, TCG III-A, Ponoi and Ponoi II (collectively, the "Funds"), the Reporting Person is deemed to hold the Restricted Stock Units and option for the economic benefit of the Funds. The Funds and their respective general partners may be deemed indirect beneficial owners of the Restricted Stock Units and option and the Reporting Person may be deemed the indirect beneficial owner of the Restricted Stock Units and option through his indirect interest in the Funds. The Reporting Person disclaims beneficial ownership of the Restricted Stock Units and option except to the extent of his pecuniary interest therein. |
7. One thirty-sixth (1/36th) of the shares subject to the option will vest on each monthly anniversary measured from June 17, 2020 (the "Vesting Commencement Date"), so that 100% of the shares subject to the option will be fully vested and exercisable as of the third anniversary of the Vesting Commencement Date, subject to the Reporting Person's continued service through each vesting date. |
/s/ Jack Anders, as Attorney-in-fact for Peter Svennilson | 06/19/2020 | |
** 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 4 (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. |