Sec Form 4 Filing - Bolzon Bradley J PhD @ Black Diamond Therapeutics, Inc. - 2020-02-03

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
Bolzon Bradley J PhD
2. Issuer Name and Ticker or Trading Symbol
Black Diamond Therapeutics, Inc. [ BDTX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O BLACK DIAMOND THERAPEUTICS, INC., 139 MAIN STREET
3. Date of Earliest Transaction (MM/DD/YY)
02/03/2020
(Street)
CAMBRIDGE, MA02142
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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 02/03/2020 C 4,973,787 A 5,305,372 I See footnote ( 1 )
Common Stock 02/03/2020 C 380,817 A 380,817 I See footnote ( 3 )
Common Stock 02/03/2020 C 1,277,111 A 1,277,111 I See footnote ( 4 )
Common Stock 02/03/2020 C 653,412 A 5,958,784 I See footnote ( 1 )
Common Stock 02/03/2020 C 150,085 A 530,902 I See footnote ( 3 )
Common Stock 02/03/2020 C 503,327 A 1,780,438 I See footnote ( 4 )
Common Stock 02/03/2020 C 810,522 A 810,522 I See footnote ( 7 )
Common Stock 02/03/2020 C 454,548 A 6,413,332 I See footnote ( 1 )
Common Stock 02/03/2020 C 104,407 A 635,309 I See footnote ( 3 )
Common Stock 02/03/2020 C 350,141 A 2,130,579 I See footnote ( 4 )
Common Stock 02/03/2020 P 79,013 ( 8 ) A $ 19 2,209,592 I See footnote ( 4 )
Common Stock 02/03/2020 P 23,560 ( 9 ) A $ 19 658,869 I See footnote ( 3 )
Common Stock 02/03/2020 P 396,082 ( 10 ) A $ 19 6,809,414 I See footnote ( 1 )
Common Stock 02/03/2020 P 396,081 ( 11 ) A $ 19 1,206,603 I See footnote ( 7 )
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 Preferred Stock ( 2 ) 02/03/2020 C 15,000,000 ( 2 ) ( 2 ) Common Stock 4,973,787 ( 2 ) 0 I See footnote ( 1 )
Series A Preferred Stock ( 2 ) 02/03/2020 C 1,148,474 ( 2 ) ( 2 ) Common Stock 380,817 ( 2 ) 0 I See footnote ( 3 )
Series A Preferred Stock ( 2 ) 02/03/2020 C 3,851,526 ( 2 ) ( 2 ) Common Stock 1,277,111 ( 2 ) 0 I See footnote ( 4 )
Series B Preferred Stock ( 5 ) 02/03/2020 C 1,970,572 ( 5 ) ( 5 ) Common Stock 653,412 ( 5 ) 0 I See footnote ( 1 )
Series B Preferred Stock ( 5 ) 02/03/2020 C 452,630 ( 5 ) ( 5 ) Common Stock 150,085 ( 5 ) 0 I See footnote ( 3 )
Series B Preferred Stock ( 5 ) 02/03/2020 C 1,517,940 ( 5 ) ( 5 ) Common Stock 503,327 ( 5 ) 0 I See footnote ( 4 )
Series C Preferred Stock ( 6 ) 02/03/2020 C 2,444,382 ( 6 ) ( 6 ) Common Stock 810,522 ( 6 ) 0 I See footnote ( 7 )
Series C Preferred Stock ( 6 ) 02/03/2020 C 1,370,833 ( 6 ) ( 6 ) Common Stock 454,548 ( 6 ) 0 I See footnote ( 1 )
Series C Preferred Stock ( 6 ) 02/03/2020 C 314,873 ( 6 ) ( 6 ) Common Stock 104,407 ( 6 ) 0 I See footnote ( 3 )
Series C Preferred Stock ( 6 ) 02/03/2020 C 1,055,960 ( 6 ) ( 6 ) Common Stock 350,141 ( 6 ) 0 I See footnote ( 4 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bolzon Bradley J PhD
C/O BLACK DIAMOND THERAPEUTICS, INC.
139 MAIN STREET
CAMBRIDGE, MA02142
X
Signatures
/s/ Brent Hatzis-Schoch, as Attorney-in-Fact 02/05/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares held by Versant Venture Capital VI, L.P. ("Versant VI"). The Reporting Person may be deemed to beneficially own indirectly 6,413,332 shares of Common Stock by reason of the Reporting Person is a managing member of Versant Ventures VI GP-GP, LLC ("Versant Ventures VI GP-GP"), the general partner of Versant Ventures VI GP, L.P. ("Versant Ventures VI GP"), the general partner of Versant VI. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person, as applicable, is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or for any other purpose.
( 2 )Upon the closing of the Issuer's initial public offering, all shares of Series A Preferred Stock automatically converted into shares of Common Stock of the Issuer on a one-for-3.01581 basis. The Series A Preferred Stock had no expiration date.
( 3 )Shares held by Versant Voyageurs I Parallel, L.P. ("Versant I Parallel"). The Reporting Person may be deemed to beneficially own indirectly 635,309 shares of Common Stock by reason of the Reporting Person is a managing member of Versant Ventures VI GP-GP, the general partner of Versant Ventures VI GP, the general partner of Versant Voyageurs I GP, L.P. ("Versant Voyageurs I GP LP"), the general partner of Versant I Parallel. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person, as applicable, is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16.
( 4 )Shares held by Versant Voyageurs I, L.P.("Versant Voyageurs I"). The Reporting Person may be deemed to beneficially own indirectly 2,130,579 shares of Common Stock by reason of the Reporting Person has a beneficial interest in Versant Voyageurs I GP Company, the general partner of Versant Voyageurs I. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person, as applicable, is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16.
( 5 )Upon the closing of the Issuer's initial public offering, all shares of Series B Preferred Stock automatically converted into shares of Common Stock of the Issuer on a one-for-3.01581 basis. The Series B Preferred Stock had no expiration date.
( 6 )Upon the closing of the Issuer's initial public offering, all shares of Series C Preferred Stock automatically converted into shares of Common Stock of the Issuer on a one-for-3.01581 basis. The Series C Preferred Stock had no expiration date.
( 7 )Shares held by Versant Vantage I, L.P. ("Versant Vantage I"). The Reporting Person may be deemed to beneficially own indirectly 810,522 shares of Common Stock by reason of the Reporting Person is a managing member of Versant Vantage I GP-GP, LLC, the general partner of Versant Vantage I GP, L.P., the general partner of Versant Vantage I, LP. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person, as applicable, is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16.
( 8 )On February 3, 2020, Versant Voyageurs I purchased 79,013 shares of Common Stock of the Issuer at a price of $19.00 per share pursuant to an underwritten public offering.
( 9 )On February 3, 2020, Versant I Parallel purchased 23,560 shares of Common Stock of the Issuer at a price of $19.00 per share pursuant to an underwritten public offering.
( 10 )On February 3, 2020, Versant VI purchased 396,082 shares of Common Stock of the Issuer at a price of $19.00 per share pursuant to an underwritten public offering.
( 11 )On February 3, 2020, Versant Vantage I purchased 396,081 shares of Common Stock of the Issuer at a price of $19.00 per share pursuant to an underwritten public offering.

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