Sec Form 4 Filing - Euclidean Capital LLC @ PMV Pharmaceuticals, Inc. - 2020-09-29

Insider filing report for Changes in Beneficial Ownership
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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
Euclidean Capital LLC
2. Issuer Name and Ticker or Trading Symbol
PMV Pharmaceuticals, Inc. [ PMVP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
Former 10% Owner
(Last) (First) (Middle)
160 FIFTH AVE, 9TH FL,
3. Date of Earliest Transaction (MM/DD/YY)
09/29/2020
(Street)
NEW YORK, NY10010
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 09/29/2020 C 693,769 A 693,769 I See footnote ( 2 ) ( 3 )
Common Stock 09/29/2020 C 2,601,637 A 2,601,637 I See footnote ( 3 ) ( 4 )
Common Stock 09/29/2020 C 751,409 A 751,409 I See footnote ( 3 ) ( 5 )
Common Stock 09/29/2020 C 132,601 A 132,601 I See footnote ( 3 ) ( 6 )
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 B Preferred Stock ( 1 ) 09/29/2020 C 693,769 ( 1 ) ( 1 ) Common Stock 693,769 $ 0 0 I See footnote ( 2 ) ( 3 )
Series B Preferred Stock ( 1 ) 09/29/2020 C 2,601,637 ( 1 ) ( 1 ) Common Stock 2,601,637 $ 0 0 I See footnote ( 3 ) ( 4 )
Series C Preferred Stock ( 1 ) 09/29/2020 C 751,409 ( 1 ) ( 1 ) Common Stock 751,409 $ 0 0 I See footnote ( 3 ) ( 5 )
Series C Preferred Stock ( 1 ) 09/29/2020 C 132,601 ( 1 ) ( 1 ) Common Stock 132,601 $ 0 0 I See footnote ( 3 ) ( 6 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Euclidean Capital LLC
160 FIFTH AVE, 9TH FL
NEW YORK, NY10010
Former 10% Owner
Greenland A LLC
C/O EUCLIDEAN CAPITAL LLC
160 FIFTH AVE, 9TH FL
NEW YORK, NY10010
Former 10% Owner
Greenland FP LLC
C/O EUCLIDEAN CAPITAL LLC
160 FIFTH AVE, 9TH FL
NEW YORK, NY10010
Former 10% Owner
Greenland NFP B Ltd.
C/O EUCLIDEAN CAPITAL LLC
160 FIFTH AVE, 9TH FL
NEW YORK, NY10010
Former 10% Owner
Greenland NFP LLC
C/O EUCLIDEAN CAPITAL LLC
160 FIFTH AVE, 9TH FL
NEW YORK, NY10010
Former 10% Owner
Simons Marilyn
C/O EUCLIDEAN CAPITAL LLC
160 FIFTH AVE, 9TH FL
NEW YORK, NY10010
Former 10% Owner
Chhabra Ashvin
C/O EUCLIDEAN CAPITAL LLC
160 FIFTH AVE, 9TH FL
NEW YORK, NY10010
Former 10% Owner
SIMONS JAMES H
C/O EUCLIDEAN CAPITAL LLC
160 FIFTH AVE, 9TH FL
NEW YORK, NY10010
Former 10% Owner
Signatures
Euclidean Capital LLC, By: /s/ Joseph Cosmai, Manager 09/29/2020
Signature of Reporting Person Date
Greenland A LLC, By: /s/ Joseph Cosmai, Manager of Euclidean Capital LLC, its Manager 09/29/2020
Signature of Reporting Person Date
Greenland FP LLC, By: /s/ Joseph Cosmai, Manager of Euclidean Capital LLC, its Manager 09/29/2020
Signature of Reporting Person Date
Greenland NFP B Ltd., By: /s/ Joseph Cosmai, Manager of Euclidean Capital LLC, its Vice President 09/29/2020
Signature of Reporting Person Date
Greenland NFP LLC, By: /s/ Joseph Cosmai, Manager of Euclidean Capital LLC, its Manager 09/29/2020
Signature of Reporting Person Date
/s/ Marilyn Simons 09/29/2020
Signature of Reporting Person Date
/s/ Ashvin Chhabra 09/29/2020
Signature of Reporting Person Date
/s/ James Simons 09/29/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The shares of each of the Series B Preferred Stock and Series C Preferred Stock are convertible, and shall automatically convert into shares of Common Stock on a one to one basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and have no expiration date.
( 2 )The shares are held of record by Greenland A LLC, which is managed by Euclidean Capital LLC ("Euclidean"). Marilyn Simons and James Simons are owners and managers of Euclidean, and Ashvin Chhabra is President, CIO and Manager of Euclidean.
( 3 )Each of the Reporting Persons disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of the securities reported on this Form 3, except to the extent of any pecuniary interest therein.
( 4 )The shares are held of record by Greenland NFP B Ltd., which is managed by Euclidean.
( 5 )The shares are held of record by Greenland FP LLC, which is managed by Euclidean.
( 6 )The shares are held of record by Greenland NFP LLC, which is managed by Euclidean.

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