Repare Therapeutics | Precision Oncology

View:

SEC FORM 3 SEC Form 3

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

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Versant Vantage I, L.P.

(Last)

(First)

(Middle)

ONE SANSOME, SUITE 3630

(Street)

SAN FRANCISCO

94104

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/18/2020

3. Issuer Name and Ticker or Trading Symbol
Repare Therapeutics Inc. [ RPTX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
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 Shares	651,462	I	See Footnote⁽¹⁾
Common Shares	49,580	I	See Footnote⁽²⁾
Common Shares	21,692	I	See Footnote⁽³⁾
Common Shares	19,596	I	See Footnote⁽⁴⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Class A Preferred Shares	⁽⁵⁾	⁽⁵⁾	Common Shares	2,054,198	⁽⁵⁾	I	See Footnote⁽¹⁾
Class A Preferred Shares	⁽⁵⁾	⁽⁵⁾	Common Shares	156,335	⁽⁵⁾	I	See Footnote⁽²⁾
Class A Preferred Shares	⁽⁵⁾	⁽⁵⁾	Common Shares	68,398	⁽⁵⁾	I	See Footnote⁽³⁾
Class A Preferred Shares	⁽⁵⁾	⁽⁵⁾	Common Shares	61,791	⁽⁵⁾	I	See Footnote⁽⁴⁾
Class A Preferred Shares	⁽⁵⁾	⁽⁵⁾	Common Shares	2,443,883	⁽⁵⁾	I	See Footnote⁽⁶⁾
Class B Preferred Shares	⁽⁵⁾	⁽⁵⁾	Common Shares	111,361	⁽⁵⁾	I	See Footnote⁽¹⁾
Class B Preferred Shares	⁽⁵⁾	⁽⁵⁾	Common Shares	8,475	⁽⁵⁾	I	See Footnote⁽²⁾
Class B Preferred Shares	⁽⁵⁾	⁽⁵⁾	Common Shares	3,708	⁽⁵⁾	I	See Footnote⁽³⁾
Class B Preferred Shares	⁽⁵⁾	⁽⁵⁾	Common Shares	3,350	⁽⁵⁾	I	See Footnote⁽⁴⁾
Class B Preferred Shares	⁽⁵⁾	⁽⁵⁾	Common Shares	875,568	⁽⁵⁾	I	See Footnote⁽⁶⁾
Class B Preferred Shares	⁽⁵⁾	⁽⁵⁾	Common Shares	458,282	⁽⁵⁾	I	See Footnote⁽⁷⁾

1. Name and Address of Reporting Person^*

Versant Vantage I, L.P.

(Last)

(First)

(Middle)

ONE SANSOME, SUITE 3630

(Street)

SAN FRANCISCO

94104

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Versant Vantage I GP, L.P.

(Last)

(First)

(Middle)

ONE SANSOME, SUITE 3630

(Street)

SAN FRANCISCO

94104

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Versant Vantage I GP-GP, LLC

(Last)

(First)

(Middle)

ONE SANSOME, SUITE 3630

(Street)

SAN FRANCISCO

94104

(City)

(State)

(Zip)

Explanation of Responses:

1. The securities are held by Versant Venture Capital V, L.P. ("VVC V"). Versant Ventures V, LLC ("VV V") is the sole general partner of VVC V and may be deemed to have voting and investment power over the securities held by VVC V and as a result may be deemed to have beneficial ownership over such securities. VV V disclaims beneficial ownership of the shares held by VVC V, except to the extent of its pecuniary interest therein.

2. The securities are held by Versant Venture Capital V (Canada) LP ("VVC V (Canada)"). Versant Ventures V (Canada) GP-GP, Inc. ("VV V (Canada) GP") is the sole general partner of Versant Ventures V (Canada), L.P. ("VV V (Canada)") and VV V (Canada) is the sole general partner of VVC V (Canada). By virtue of such relationships, VV V (Canada) GP and VV V (Canada) may be deemed to have voting and investment power over the securities held by VVC V (Canada) and as a result may be deemed to have beneficial ownership over such securities. Each of VV V (Canada) and VVC V (Canada) disclaims beneficial ownership of the shares held by VVC V (Canada), except to the extent of its pecuniary interest therein.

3. The securities are held by Versant Ophthalmic Affiliates Fund I, L.P. ("VOAF I"). VV V is the sole general partner of VOAF I and may be deemed to have voting and investment power over the securities held by VOAF I and as a result may be deemed to have beneficial ownership over such securities. VV V disclaims beneficial ownership of the shares held by VOAF I, except to the extent of its pecuniary interest therein.

4. The securities are held by Versant Affiliates Fund V, L.P. ("VAF V"). VV V is the sole general partner of VAF V and may be deemed to have voting and investment power over the securities held by VAF V and as a result may be deemed to have beneficial ownership over such securities. VV V disclaims beneficial ownership of the shares held by VAF V, except to the extent of its pecuniary interest therein.

5. Each Class A Preferred Share and Class B Preferred Share is convertible at any time, at the holder's election, into Common Shares, on a one-for-one basis, has no expiration date and will convert into Common Shares upon the closing of the Issuer's initial public offering.

6. The securities are held by Versant Venture Capital VI, L.P. ("VVC VI"). Versant Ventures VI GP-GP, LLC ("VV VI GP") is the sole general partner of Versant Ventures VI GP, L.P. ("VV VI") and VV VI is the sole general partner of VVC VI. By virtue of such relationships, VV VI GP and VV VI may be deemed to have voting and investment power over the securities held by VVC VI and as a result may be deemed to have beneficial ownership over such securities. Each of VV VI GP and VV VI disclaims beneficial ownership of the shares held by VVC VI, except to the extent of its pecuniary interest therein.

7. The securities are held by Versant Vantage I, L.P. ("VV I"). Versant Vantage I GP-GP, LLC ("VV I GP-GP") is the sole general partner of Versant Vantage I GP, L.P. ("VV I GP") and VV I GP is the sole general partner of VV I. By virtue of such relationships, VV I GP and VV I GP-GP may be deemed to have voting and investment power over the securities held by VV I and as a result may be deemed to have beneficial ownership over such securities. Each of VV I GP-GP and VV I GP disclaims beneficial ownership of the shares held by VV I, except to the extent of its pecuniary interest therein.

Remarks:

2 of 2: Since there are 13 joint filers with this transaction and EDGAR will not allow for entry of more than 10 joint filers, this Form 3 is being filed in conjunction with a Form 3 for Versant Ventures V, LLC, Versant Ophthalmic Affiliates Fund I, L.P., Versant Affiliates Fund V, L.P., Versant Venture Capital V (Canada), LP, Versant Venture Capital V, L.P., Versant Ventures V (Canada), L.P., Versant Ventures V GP-GP (Canada), Inc., Versant Venture Capital VI, L.P., Versant Ventures VI GP, L.P. and Versant Ventures VI GP-GP, LLC.

	/s/ Robin L. Praeger, Managing Director of Versant Vantage I GP-GP, LLC, general partner of Versant Vantage I GP, L.P., the general partner of Versant Vantage I, L.P.	06/18/2020
	/s/ Robin L. Praeger, Managing Director of Versant Vantage I GP-GP, LLC, general partner of Versant Vantage I GP, L.P.	06/18/2020
	/s/ Robin L. Praeger, Managing Director of Versant Vantage I GP-GP, LLC	06/18/2020
	** 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 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.