SEC FORM 3 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*
Abu Dhabi Investment Authority

(Last) (First) (Middle)
211 CORNICHE STREET
PO BOX 3600

(Street)
ABU DHABI C0 0000

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/22/2020
3. Issuer Name and Ticker or Trading Symbol
Foghorn Therapeutics Inc. [ FHTX ]
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)
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*
Abu Dhabi Investment Authority

(Last) (First) (Middle)
211 CORNICHE STREET
PO BOX 3600

(Street)
ABU DHABI C0 0000

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Platinum International Investment Holding RSC Ltd

(Last) (First) (Middle)
26TH FLOOR, AL KHATEM TOWER, ADGM SQUARE
PO BOX 25642, AL MARYAH ISLAND

(Street)
ABU DHABI C0 NA

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Platinum Falcon B 2018 RSC Ltd

(Last) (First) (Middle)
26TH FLOOR, AL KHATEM TOWER, ADGM SQUARE
PO BOX 25642, AL MARYAH ISLAND

(Street)
ABU DHABI C0 NA

(City) (State) (Zip)
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).
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