Foresite Capital Fund V Form 3 Initial statement of insider ownership

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

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1. Name and Address of Reporting Person^*

Foresite Capital Management IV, LLC

(Last)

(First)

(Middle)

600 MONTGOMERY STREET

SUITE 4500

(Street)

SAN FRANCISCO

94111

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/02/2020

3. Issuer Name and Ticker or Trading Symbol
Kinnate Biopharma Inc. [ KNTE ]

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)

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)
Series A Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	6,347,893	⁽¹⁾	I	See Footnote⁽²⁾
Series A Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	298,465	⁽¹⁾	I	See Footnote⁽³⁾
Series A Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	99,488	⁽¹⁾	I	See Footnote⁽⁴⁾
Series B Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	2,666,002	⁽⁵⁾	I	See Footnote⁽²⁾
Series B Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	55,922	⁽⁵⁾	I	See Footnote⁽³⁾
Series B Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	18,641	⁽⁵⁾	I	See Footnote⁽⁴⁾
Series C Preferred Stock	⁽⁶⁾	⁽⁶⁾	Common Stock	157,748	⁽⁶⁾	I	See Footnote⁽²⁾
Series C Preferred Stock	⁽⁶⁾	⁽⁶⁾	Common Stock	145,614	⁽⁶⁾	I	See Footnote⁽³⁾
Series C Preferred Stock	⁽⁶⁾	⁽⁶⁾	Common Stock	48,538	⁽⁶⁾	I	See Footnote⁽⁴⁾

1. Name and Address of Reporting Person^*

Foresite Capital Management IV, LLC

(Last)

(First)

(Middle)

600 MONTGOMERY STREET

SUITE 4500

(Street)

SAN FRANCISCO

94111

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Foresite Capital Fund IV, L.P.

(Last)

(First)

(Middle)

600 MONTGOMERY STREET

SUITE 4500

(Street)

SAN FRANCISCO

94111

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Foresite Capital Management V, LLC

(Last)

(First)

(Middle)

600 MONTGOMERY STREET

SUITE 4500

(Street)

SAN FRANCISCO

94111

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Foresite Capital Fund V, L.P.

(Last)

(First)

(Middle)

600 MONTGOMERY STREET

SUITE 4500

(Street)

SAN FRANCISCO

94111

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Foresite Capital Opportunity Management V, LLC

(Last)

(First)

(Middle)

600 MONTGOMERY STREET

SUITE 4500

(Street)

SAN FRANCISCO

94111

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Foresite Capital Opportunity Fund V, L.P.

(Last)

(First)

(Middle)

600 MONTGOMERY STREET

SUITE 4500

(Street)

SAN FRANCISCO

94111

(City)

(State)

(Zip)

Explanation of Responses:

1. Each share of the issuer's Series A Preferred Stock will automatically convert into one share of common stock immediately prior to the completion of the issuer's initial public offering and has no expiration date.

2. The shares are owned directly by Foresite Capital Fund IV, L.P. ("Fund IV"). Foresite Capital Management IV, LLC ("FCM IV") is the general partner of Fund IV and may be deemed to have sole voting and dispositive power over these shares. James B. Tananbaum ("Dr. Tananbaum") is the sole managing member of FCM IV and may be deemed to have sole voting and dispositive power over these shares. Each Reporting Person disclaims the existence of a "group." Each of FCM IV and Dr. Tananbaum disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein, and the filing of this report is not an admission that FCM IV or Dr. Tananbaum is the beneficial owner of these shares for purposes of Section 16 or any other purpose.

3. The shares are owned directly by Foresite Capital Fund V, L.P. ("Fund V"). Foresite Capital Management V, LLC ("FCM V") is the general partner of Fund V and may be deemed to have sole voting and dispositive power over these shares. James B. Tananbaum ("Dr. Tananbaum") is the sole managing member of FCM V and may be deemed to have sole voting and dispositive power over these shares. Each Reporting Person disclaims the existence of a "group." Each of FCM V and Dr. Tananbaum disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein, and the filing of this report is not an admission that FCM V or Dr. Tananbaum is the beneficial owner of these shares for purposes of Section 16 or any other purpose.

4. The shares are owned directly by Foresite Capital Opportunity Fund V, L.P. ("Opportunity Fund V"). Foresite Capital Opportunity Management V, LLC ("FCOM V") is the general partner of Opportunity Fund V and may be deemed to have sole voting and dispositive power over these shares. James B. Tananbaum ("Dr. Tananbaum") is the sole managing member of FCOM V and may be deemed to have sole voting and dispositive power over these shares. Each Reporting Person disclaims the existence of a "group." Each of FCOM V and Dr. Tananbaum disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein, and the filing of this report is not an admission that FCOM V or Dr. Tananbaum is the beneficial owner of these shares for purposes of Section 16 or any other purpose.

5. Each share of the issuer's Series B Preferred Stock will automatically convert into one share of common stock immediately prior to the completion of the issuer's initial public offering and has no expiration date.

6. Each share of the issuer's Series C Preferred Stock will automatically convert into 1.00335008 shares of common stock immediately prior to the completion of the issuer's initial public offering and has no expiration date.

Remarks:

This Form 3 is one of two Form 3s filed on the date hereof in respect of these shares. The Reporting Person of the other Form 3 is James B. Tananbaum.

	Foresite Capital Management IV, LLC, By: James B. Tananbaum, Managing Member	12/02/2020
	Foresite Capital Fund IV, L.P., By: Foresite Capital Management IV, LLC, its General Partner, By: James B. Tananbaum, Managing Member	12/02/2020
	Foresite Capital Management, LLC, By: James B. Tananbaum, Managing Member	12/02/2020
	Foresite Capital Fund V, L.P., By: Foresite Capital Management V, LLC, its: General Partner, By: James B. Tananbaum, Managing Member	12/02/2020
	Foresite Capital Opportunity Management V, LLC, By: James B. Tananbaum, Managing Member	12/02/2020
	Foresite Capital Opportunity Fund V, L.P., By: Foresite Capital Opportunity Management V, LLC, its: General Partner, By: James B. Tananbaum, Managing Member	12/02/2020
	** 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.

Foresite Capital Fund V Form 3Initial statement of insider ownership