Sec Form 13D Filing - Versant Venture Capital VI L.P. filing for TEMPEST THERAPEUTICS INC (TPST) - 2024-05-13

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 Name of Reporting Persons

 Versant Venture Capital VI, L.P.

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐ (b) ☒ (1)

 SEC Use Only

 Source of Funds (See Instructions)

 WC

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Delaware

Number of

Shares  Beneficially 

Owned by

Each

Reporting

Person

With

 Sole Voting Power

 997,940 shares of Common Stock (2)

 Shared Voting Power

 0

 Sole Dispositive Power

 997,940 shares of Common Stock (2)

 Shared Dispositive Power

 0

 Aggregate Amount Beneficially Owned by Each Reporting Person

 997,940 shares of Common Stock (2)

 Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 ☐

 Percent of Class Represented by Amount in Row 11

 4.5% (3)

 Type of Reporting Person (See Instructions)

 PN

This Schedule 13D is filed by Versant Venture Capital IV, L.P. (“Versant IV”), Versant Side Fund IV, L.P. (“Side Fund IV”), Versant Ventures IV, LLC (“LLC IV”), Versant Venture Capital VI, L.P. (“Versant VI”), Versant Ventures VI GP, L.P. (“GP VI”), Versant Ventures VI GP-GP, LLC (“LLC VI”), Versant Vantage II, L.P. (“Vantage II LP”), Versant Vantage II GP, L.P. (“Vantage II GP”), Versant Vantage II GP-GP, LLC (“Vantage II LLC” and, with Versant IV, Side Fund IV, LLC IV, Versant VI, GP VI, LLC VI, Vantage II LP and Vantage II GP, collectively, the “Reporting Persons”). LLC IV is the general partner of Versant IV and Side Fund IV, and LLC IV has voting, investment and dispositive power over the shares held by each of Versant IV and Side Fund IV. LLC VI is the general partner of GP VI, which is the general partner of Versant VI. Each of LLC VI and GP VI share voting, investment and dispositive power over the shares held by Versant VI. Vantage II LLC is the general partner of Vantage II GP, which is the general partner of Vantage II LP. Each of Vantage II LLC and Vantage II GP share voting, investment and dispositive power over the shares held by Vantage II LP. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

These shares are held by Versant VI. LLC VI is the general partner of GP VI, which is the general partner of Versant VI. Each of LLC VI and GP VI share voting, investment and dispositive power over the shares held by Versant VI and as a result may be deemed to have beneficial ownership over such securities.

Based on 22,192,026 shares of the Issuer’s Common Stock outstanding as of March 13, 2024, as set forth in the Issuer’s annual report on Form 10-K for the year ended December 31, 2023, filed with the United States Securities and Exchange Commission (the “Commission”) on March 19, 2024 (the “Form 10-K”).

 Name of Reporting Persons

 Versant Ventures VI GP, L.P.

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐ (b) ☒ (1)

 SEC Use Only

 Source of Funds (See Instructions)

 AF

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Delaware

Number of

Shares  Beneficially 

Owned by

Each

Reporting

Person

With

 Sole Voting Power

 0

 Shared Voting Power

 997,940 shares of Common Stock (2)

 Sole Dispositive Power

 0

 Shared Dispositive Power

 997,940 shares of Common Stock (2)

 Aggregate Amount Beneficially Owned by Each Reporting Person

 997,940 shares of Common Stock (2)

 Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 ☐

 Percent of Class Represented by Amount in Row 11

 4.5% (3)

 Type of Reporting Person (See Instructions)

 PN

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

These shares are held by Versant VI. LLC VI is the general partner of GP VI, which is the general partner of Versant VI. Each of LLC VI and GP VI share voting, investment and dispositive power over the shares held by Versant VI and as a result may be deemed to have beneficial ownership over such securities.

Based on 22,192,026 shares of the Issuer’s Common Stock outstanding as of March 13, 2024, as set forth in the Form 10-K.

 Name of Reporting Persons

 Versant Ventures VI GP-GP, LLC

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐ (b) ☒ (1)

 SEC Use Only

 Source of Funds (See Instructions)

 AF

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Delaware

Number of

Shares  Beneficially 

Owned by

Each

Reporting

Person

With

 Sole Voting Power

 0

 Shared Voting Power

 997,940 shares of Common Stock (2)

 Sole Dispositive Power

 0

 Shared Dispositive Power

 997,940 shares of Common Stock (2)

 Aggregate Amount Beneficially Owned by Each Reporting Person

 997,940 shares of Common Stock (2)

 Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 ☐

 Percent of Class Represented by Amount in Row 11

 4.5% (3)

 Type of Reporting Person (See Instructions)

 OO

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

These shares are held by Versant VI. LLC VI is the general partner of GP VI, which is the general partner of Versant VI. Each of LLC VI and GP VI share voting, investment and dispositive power over the shares held by Versant VI and as a result may be deemed to have beneficial ownership over such securities.

Based on 22,192,026 shares of the Issuer’s Common Stock outstanding as of March 13, 2024, as set forth in the Form 10-K.

 Name of Reporting Persons

 Versant Vantage II, L.P.

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐ (b) ☒ (1)

 SEC Use Only

 Source of Funds (See Instructions)

 WC

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Delaware

Number of

Shares  Beneficially 

Owned by

Each

Reporting

Person

With

 Sole Voting Power

 2,118,644 shares of Common Stock (2)

 Shared Voting Power

 0

 Sole Dispositive Power

 2,118,644 shares of Common Stock (2)

 Shared Dispositive Power

 0

 Aggregate Amount Beneficially Owned by Each Reporting Person

 2,118,644 shares of Common Stock (2)

 Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 ☐

 Percent of Class Represented by Amount in Row 11

 9.5% (3)

 Type of Reporting Person (See Instructions)

 PN

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

These shares are held by Vantage II LP. Vantage II LLC is the general partner of Vantage II GP, which is the general partner of Vantage II LP. Each of Vantage II LLC and Vantage II GP share voting, investment and dispositive power over the shares held by Vantage II LP and as a result may be deemed to have beneficial ownership over such securities.

Based on 22,192,026 shares of the Issuer’s Common Stock outstanding as of March 13, 2024, as set forth in the Form 10-K.

 Name of Reporting Persons

 Versant Vantage II GP, L.P.

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐ (b) ☒ (1)

 SEC Use Only

 Source of Funds (See Instructions)

 AF

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Delaware

Number of

Shares  Beneficially 

Owned by

Each

Reporting

Person

With

 Sole Voting Power

 0

 Shared Voting Power

 2,118,644 shares of Common Stock (2)

 Sole Dispositive Power

 0

 Shared Dispositive Power

 2,118,644 shares of Common Stock (2)

 Aggregate Amount Beneficially Owned by Each Reporting Perso n

 2,118,644 shares of Common Stock (2)

 Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 ☐

 Percent of Class Represented by Amount in Row 11

 9.5% (3)

 Type of Reporting Person (See Instructions)

 PN

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

These shares are held by Vantage II LP. Vantage II LLC is the general partner of Vantage II GP, which is the general partner of Vantage II LP. Each of Vantage II LLC and Vantage II GP share voting, investment and dispositive power over the shares held by Vantage II LP and as a result may be deemed to have beneficial ownership over such securities.

Based on 22,192,026 shares of the Issuer’s Common Stock outstanding as of March 13, 2024, as set forth in the Form 10-K.

 Name of Reporting Persons

 Versant Vantage II GP-GP, LLC

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐ (b) ☒ (1)

 SEC Use Only

 Source of Funds (See Instructions)

 AF

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Delaware

Number of

Shares  Beneficially 

Owned by

Each

Reporting

Person

With

 Sole Voting Power

 0

 Shared Voting Power

 2,118,644 shares of Common Stock (2)

 Sole Dispositive Power

 0

 Shared Dispositive Power

 2,118,644 shares of Common Stock (2)

 Aggregate Amount Beneficially Owned by Each Reporting Person

 2,118,644 shares of Common Stock (2)

 Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 ☐

 Percent of Class Represented by Amount in Row 11

 9.5% (3)

 Type of Reporting Person (See Instructions)

 OO

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

These shares are held by Vantage II LP. Vantage II LLC is the general partner of Vantage II GP, which is the general partner of Vantage II LP. Each of Vantage II LLC and Vantage II GP share voting, investment and dispositive power over the shares held by Vantage II LP and as a result may be deemed to have beneficial ownership over such securities.

Based on 22,192,026 shares of the Issuer’s Common Stock outstanding as of March 13, 2024, as set forth in the Form 10-K.

 Name of Reporting Persons

 Versant Venture Capital IV, L.P.

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐ (b) ☒ (1)

 SEC Use Only

 Source of Funds (See Instructions)

 WC

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Delaware

Number of

Shares  Beneficially 

Owned by

Each

Reporting

Person

With

 Sole Voting Power

 1,171,094 shares of Common Stock (2)

 Shared Voting Power

 0

 Sole Dispositive Power

 1,171,094 shares of Common Stock (2)

 Shared Dispositive Power

 0

 Aggregate Amount Beneficially Owned by Each Reporting Person

 1,171,094 shares of Common Stock (2)

 Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 ☐

 Percent of Class Represented by Amount in Row 11

 5.3% (3)

 Type of Reporting Person (See Instructions)

 PN

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

These shares are held by Versant IV. LLC IV is the general partner of Versant IV and has voting, investment and dispositive power over the shares held by Versant IV and as a result may be deemed to have beneficial ownership over such securities.

Based on 22,192,026 shares of the Issuer’s Common Stock outstanding as of March 13, 2024, as set forth in the Form 10-K.

 Name of Reporting Persons

 Versant Side Fund IV, L.P.

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐ (b) ☒ (1)

 SEC Use Only

 Source of Funds (See Instructions)

 WC

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Delaware

Number of

Shares  Beneficially 

Owned by

Each

Reporting

Person

With

 Sole Voting Power

 7,377 shares of Common Stock (2)

 Shared Voting Power

 0

 Sole Dispositive Power

 7,377 shares of Common Stock (2)

 Shared Dispositive Power

 0

 Aggregate Amount Beneficially Owned by Each Reporting Person

 7,377 shares of Common Stock (2)

 Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 ☐

 Percent of Class Represented by Amount in Row 11

 0.0% (3)

 Type of Reporting Person (See Instructions)

 PN

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

These shares are held by Side Fund IV. LLC IV is the general partner of Side Fund IV and has voting, investment and dispositive power over the shares held by Side Fund IV and as a result may be deemed to have beneficial ownership over such securities.

Based on 22,192,026 shares of the Issuer’s Common Stock outstanding as of March 13, 2024, as set forth in the Form 10-K.

 Name of Reporting Persons

 Versant Ventures IV, LLC

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐ (b) ☒ (1)

 SEC Use Only

 Source of Funds (See Instructions)

 AF

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Delaware

Number of

Shares  Beneficially 

Owned by

Each

Reporting

Person

With

 Sole Voting Power

 0

 Shared Voting Power

 1,178,471 shares of Common Stock (2)

 Sole Dispositive Power

 0

 Shared Dispositive Power

 1,178,471 shares of Common Stock (2)

 Aggregate Amount Beneficially Owned by Each Reporting Person

 1,178,471 shares of Common Stock (2)

 Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 ☐

 Percent of Class Represented by Amount in Row 11

 5.3% (3)

 Type of Reporting Person (See Instructions)

 OO

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

Includes (i) 1,171,094 shares held by Versant IV; and (ii) 7,377 shares held by Side Fund IV. LLC IV is the general partner of Versant IV and Side Fund IV, and LLC IV has voting, investment and dispositive power over the shares held by each of Versant IV and Side Fund IV and as a result may be deemed to have beneficial ownership over such securities.

Based on 22,192,026 shares of the Issuer’s Common Stock outstanding as of March 13, 2024, as set forth in the Form 10-K.

Versant Ventures VI GP-GP, LLC

/s/ Max Eisenberg, Chief Operating Officer

/s/ Max Eisenberg, Chief Operating Officer

/s/ Max Eisenberg, Chief Operating Officer

/s/ Max Eisenberg, Chief Operating Officer

/s/ Max Eisenberg, Chief Operating Officer

/s/ Max Eisenberg, Chief Operating Officer

/s/ Max Eisenberg, Chief Operating Officer

/s/ Max Eisenberg, Chief Operating Officer

/s/ Max Eisenberg, Chief Operating Officer