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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 10/22/2020 |
3. Issuer Name and Ticker or Trading Symbol
Foghorn Therapeutics Inc. [ FHTX ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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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) | |||||||
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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) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series B Preferred Stock | (1) | (1) | Common Stock | 1,081,081 | (1) | D(2) |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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Explanation of Responses: |
1. The Series B Preferred Stock is convertible (i) at any time at the option of the holder; (ii) automatically upon the closing of the sale of shares of Common Stock of the Issuer to the public in a firm-commitment underwritten public offering pursuant to an effective registration statement under the Securities Act of 1933, as amended, resulting in at least $35,000,000 of gross proceeds to the Issuer; or (iii) at the date and time specified by, or upon the occurrence of an event specified by, the holders of a majority of the then-outstanding shares of Preferred Stock of the Issuer (calculated on an as-converted-to-Common Stock basis), voting together as a single class. Every 1.85 shares of Series B Preferred Stock is convertible into one share of Common Stock, subject to the adjustments set forth in the Second Amended and Restated Certificate of Incorporation of the Issuer. |
2. Platinum Falcon B 2018 RSC Limited ("Platinum Falcon") directly holds the Series B Preferred Stock. Platinum International Investment Holding RSC Limited ("Platinum Holdings") is the sole owner of Platinum Falcon, and the Abu Dhabi Investment Authority ("ADIA" and, together with Platinum Falcon and Platinum Holdings, the "Reporting Persons") is the sole owner of Platinum Holdings. Therefore, Platinum Holdings and ADIA may also be deemed to beneficially own the Series B Preferred Stock. |
/s/ Humaid Bin Butti Bin Humaid Bin Bishr AlMarri, Authorized Signatory of Abu Dhabi Investment Authority | 10/22/2020 | |
/s/ Ahmed Mohamed Ghubash, Authorized Signatory of Abu Dhabi Investment Authority | 10/22/2020 | |
/s/ Humaid Bin Butti Bin Humaid Bin Bishr AlMarri, Authorized Signatory of Platinum International Investment Holding RSC Limited | 10/22/2020 | |
/s/ Ahmed Mohamed Ghubash, Authorized Signatory of Platinum International Investment Holding RSC Limited | 10/22/2020 | |
/s/ Humaid Bin Butti Bin Humaid Bin Bishr AlMarri, Authorized Signatory of Platinum Falcon B 2018 RSC Limited | 10/22/2020 | |
/s/ Ahmed Mohamed Ghubash, Authorized Signatory of Platinum Falcon B 2018 RSC Limited | 10/22/2020 | |
** 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. |