Sec Form 4 Filing - Versant Venture Capital V, L.P. @ Gritstone Oncology, Inc. - 2018-10-02

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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Versant Venture Capital V, L.P. 2. Issuer Name and Ticker or Trading Symbol Gritstone Oncology, Inc. [ GRTS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) ONE SANSOME STREET, SUITE 3630 3. Date of Earliest Transaction (MM/DD/YY) 10/02/2018 (Street) SAN FRANCISCO, CA94104 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 10/02/2018 C 3,102,929 A 3,102,929 I See Footnote ( 3 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 Series A Convertible Preferred Stock ( 1 ) 10/02/2018 C 2,173,909 ( 1 ) ( 1 ) Common Stock 2,173,909 $ 0 0 I See Footnote ( 4 ) Series B Convertible Preferred Stock ( 2 ) 10/02/2018 C 929,020 ( 2 ) ( 2 ) Common Stock 929,020 $ 0 0 I See Footnote ( 5 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Versant Venture Capital V, L.P. ONE SANSOME STREET SUITE 3630 SAN FRANCISCO, CA94104 X Versant Venture Capital V (Canada), LP ONE SANSOME STREET SUITE 3630 SAN FRANCISCO, CA94104 general partner Versant Ophthalmic Affiliates I, L.P. ONE SANSOME STREET SUITE 3630 SAN FRANCISCO, CA94104 general partner Versant Affiliates Fund V, L.P. ONE SANSOME STREET SUITE 3630 SAN FRANCISCO, CA94104 general partner Signatures /s/ Thomas Woiwode, Attorney-in-Fact for entities affiliated with Versant Ventures 10/02/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The Series A Convertible Preferred Stock automatically converted into shares of Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and had no expiration date. ( 2 )The Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and had no expiration date. ( 3 )Consists of (I) 2,723,031 shares held by Versant Venture Capital V, L.P. ("VVC V"), (ii) 207,234 shares held by Versant Venture Capital V (Canada) LP ("VVC CAN"), (iii) 90.756 shares held by Versant Ophthalmic Affiliates Fund I, L.P. ("VOA"), and (iv) 81,908 shares held by Versant Affiliates Fund V, L.P. ("VAF V"). Versant Ventures V, LLC, or VV V, serves as the sole general partner of VOA, VAF V and VVC V and owns no shares directly. Versant Ventures V (Canada) GP-GP, Inc. ("VV V CAN GP"), serves as the sole general partner of Versant Ventures V (Canada), L.P. ("VV V CAN"), which serves as the sole general partner of VVC CAN and owns no shares directly. ( 4 )Consists of (I) 1,907,729 shares held by Versant Venture Capital V, L.P. ("VVC V"), (ii) 145,186 shares held by Versant Venture Capital V (Canada) LP ("VVC CAN"), (iii) 63,610 shares held by Versant Ophthalmic Affiliates Fund I, L.P. ("VOA"), and (iv) 57,384 shares held by Versant Affiliates Fund V, L.P. ("VAF V"). Versant Ventures V, LLC, or VV V, serves as the sole general partner of VOA, VAF V and VVC V and owns no shares directly. Versant Ventures V (Canada) GP-GP, Inc. ("VV V CAN GP"), serves as the sole general partner of Versant Ventures V (Canada), L.P. ("VV V CAN"), which serves as the sole general partner of VVC CAN and owns no shares directly. ( 5 )Consists of (I) 815,302 shares held by Versant Venture Capital V, L.P. ("VVC V"), (ii) 62,048 shares held by Versant Venture Capital V (Canada) LP ("VVC CAN"), (iii) 27,146 shares held by Versant Ophthalmic Affiliates Fund I, L.P. ("VOA"), and (iv) 24,524 shares held by Versant Affiliates Fund V, L.P. ("VAF V"). Versant Ventures V, LLC, or VV V, serves as the sole general partner of VOA, VAF V and VVC V and owns no shares directly. Versant Ventures V (Canada) GP-GP, Inc. ("VV V CAN GP"), serves as the sole general partner of Versant Ventures V (Canada), L.P. ("VV V CAN"), which serves as the sole general partner of VVC CAN and owns no shares directly.

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