Sec Form 13G Filing - Lightstone Ventures II L.P. filing for Cyteir Therapeutics Inc. (CYT) - 2022-02-14

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b),

(c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)

 

(Amendment No. _)*

 

Cyteir Therapeutics, Inc.

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

23284F 10 5

(CUSIP Number)

 

December 31, 2021

(Date of Event Which Requires Filing of This Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

	¨	Rule 13d-1(b)
	¨	Rule 13d-1(c)
	x	Rule 13d-1(d)

 

*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 the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

CUSIP No. 23284F 10 5

Page 2 of 13

 

1.	Name of Reporting Persons   Lightstone Ventures II, L.P.
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a)  ¨ (b)  x (1)
3.	SEC USE ONLY
4.	Citizenship or Place of Organization   Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:		5.	Sole Voting Power   0
		6.	Shared Voting Power   2,309,901 (2)
		7.	Sole Dispositive Power   0
		8.	Shared Dispositive Power   2,309,901 (2)
9.	Aggregate Amount Beneficially Owned by Each Reporting Person   2,309,901 (2)
10.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
11.	Percent of Class Represented by Amount in Row (11)   6.5% (3)
12.	Type of Reporting Person (See Instructions)   PN

(1) This Schedule 13G is filed by Lightstone Ventures II, L.P. (“LSV II”), Lightstone Ventures II(A), L.P. (“LSV II(A)”), LSV Associates II, LLC (“LSV Associates II” and, together with LSV II and LSV II(A), the “LSV Entities”), Michael A. Carusi, Jean M. George, Henry A. Plain, Jr. and Jason W. Lettmann. Together with the LSV Entities, Messrs. Carusi, Plain and Lettmann, and Ms. George are herein collectively referred to as the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 

(2) The shares are held by LSV II.

 

(3)  The beneficial ownership percentage is based on a total of 35,370,929 shares of Common Stock outstanding as of November 10, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 12, 2021.

 

 

CUSIP No. 23284F 10 5

Page 3 of 13

 

1.	Name of Reporting Persons   Lightstone Ventures II(A), L.P.
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a)  ¨ (b)  x (1)
3.	SEC USE ONLY
4.	Citizenship or Place of Organization   Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:		5.	Sole Voting Power   0
		6.	Shared Voting Power   134,364 (2)
		7.	Sole Dispositive Power   0
		8.	Shared Dispositive Power   134,364 (2)
9.	Aggregate Amount Beneficially Owned by Each Reporting Person   134,364 (2)
10.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
11.	Percent of Class Represented by Amount in Row (11)   0.4% (3)
12.	Type of Reporting Person (See Instructions)   PN

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

 

(2) The shares are held by LSV II(A).

 

(3)  The beneficial ownership percentage is based on a total of 35,370,929 shares of Common Stock outstanding as of November 10, 2021, as reported in the Issuer’s Quarterly Re port on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 12, 2021.

 

 

CUSIP No. 23284F 10 5

Page 4 of 13

 

1.	Name of Reporting Persons   LSV Associates II, LLC
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a)  ¨ (b)  x (1)
3.	SEC USE ONLY
4.	Citizenship or Place of Organization   Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:		5.	Sole Voting Power   0
		6.	Shared Voting Power   2,444,265 (2)
		7.	Sole Dispositive Power   0
		8.	Shared Dispositive Power   2,444,265 (2)
9.	Aggregate Amount Beneficially Owned by Each Reporting Person   2,444,265 (2)
10.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
11.	Percent of Class Represented by Amount in Row (11)   6.9% (3)
12.	Type of Reporting Person (See Instructions)   OO

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

 

(2)  Consists of 2,309,901 shares held directly by LSV II and 134,364 shares held directly by LSV II(A). LSV Associates II serves as the general partner of LSV II and LSV II(A) and may be deemed to beneficially own the shares held by LSV II and LSV II(A).

 

(3)  The beneficial ownership percentage is based on a total of 35,370,929 shares of Common Stock outstanding as of November 10, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 12, 2021.

 

 

CUSIP No. 23284F 10 5

Page 5 of 13

 

1.	Name of Reporting Persons   Michael A. Carusi
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a)  ¨ (b)  x (1)
3.	SEC USE ONLY
4.	Citizenship or Place of Organization   United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		5.	Sole Voting Power   0
		6.	Shared Voting Power   2,444,265 (2)
		7.	Sole Dispositive Power   0
		8.	Shared Dispositive Power   0 (2)
9.	Aggregate Amount Beneficially Owned by Each Reporting Person   2,444,265 (2)
10.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
11.	Percent of Class Represented by Amount in Row (11)   6.9% (3)
12.	Type of Reporting Person (See Instructions)   IN

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

 

(2)  Consists of 2,309,901 shares held directly by LSV II and 134,364 shares held directly by LSV II(A). Messrs. Carusi, Plain and Lettmann, and Ms. George, the individual managing directors of LSV Associates II, the general partner of LSV II and LSV II(A), share voting and dispositive power with respect to the shares held of record by LSV II and LSV II(A), and may be deemed to own beneficially the shares held by LSV II and LSV II(A).

 

(3)  The beneficial ownership percentage is based on a total of 35,370,929 shares of Common Stock outstanding as of November 10, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 12, 2021.

 

 

CUSIP No. 23284F 10 5

Page 6 of 13

 

1.	Name of Reporting Persons   Jean M. George
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a)  ¨ (b)  x (1)
3.	SEC USE ONLY
4.	Citizenship or Place of Organization   United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		5.	Sole Voting Power   0
		6.	Shared Voting Power   2,444,265 (2)
		7.	Sole Dispositive Power   0
		8.	Shared Dispositive Power   0 (2)
9.	Aggregate Amount Beneficially Owned by Each Reporting Person   2,444,265 (2)
10.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
11.	Percent of Class Represented by Amount in Row (11)   6.9% (3)
12.	Type of Reporting Person (See Instructions)   IN

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

 

(2)  Consists of 2,309,901 shares held directly by LSV II and 134,364 shares held directly by LSV II(A). Messrs. Carusi, Plain and Lettmann, and Ms. George, the individual managing directors of LSV Associates II, the general partner of LSV II and LSV II(A), share voting and dispositive power with respect to the shares held of record by LSV II and LSV II(A), and may be deemed to own beneficially the shares held by LSV II and LSV II(A).

 

(3)  The beneficial ownership percentage is based on a total of 35,370,929 shares of Common Stock outstanding as of November 10, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 12, 2021.

 

 

CUSIP No. 23284F 10 5

Page 7 of 13

 

1.	Name of Reporting Persons   Henry A. Plain, Jr.
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a)  ¨ (b)  x (1)
3.	SEC USE ONLY
4.	Citizenship or Place of Organization   United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		5.	Sole Voting Power   0
		6.	Shared Voting Power   2,444,265 (2)
		7.	Sole Dispositive Power   0
		8.	Shared Dispositive Power   0 (2)
9.	Aggregate Amount Beneficially Owned by Each Reporting Person   2,444,265 (2)
10.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
11.	Percent of Class Represented by Amount in Row (11)   6.9% (3)
12.	Type of Reporting Person (See Instructions)   IN

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

 

(2)  Consists of 2,309,901 shares held directly by LSV II and 134,364 shares held directly by LSV II(A). Messrs. Carusi, Plain and Lettmann, and Ms. George, the individual managing directors of LSV Associates II, the general partner of LSV II and LSV II(A), share voting and dispositive power with respect to the shares held of record by LSV II and LSV II(A), and may be deemed to own beneficially the shares held by LSV II and LSV II(A).

 

(3)  The beneficial ownership percentage is based on a total of 35,370,929 shares of Common Stock outstanding as of November 10, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 12, 2021.

 

 

CUSIP No. 23284F 10 5

Page 8 of 13

 

1.	Name of Reporting Persons   Jason W. Lettmann
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a)  ¨ (b)  x (1)
3.	SEC USE ONLY
4.	Citizenship or Place of Organization   United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		5.	Sole Voting Power   0
		6.	Shared Voting Power   2,444,265 (2)
		7.	Sole Dispositive Power   0
		8.	Shared Dispositive Power   0 (2)
9.	Aggregate Amount Beneficially Owned by Each Reporting Person   2,444,265 (2)
10.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
11.	Percent of Class Represented by Amount in Row (11)   6.9% (3)
12.	Type of Reporting Person (See Instructions)   IN

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

 

(2)  Consists of 2,309,901 shares held directly by LSV II and 134,364 shares held directly by LSV II(A). Messrs. Carusi, Plain and Lettmann, and Ms. George, the individual managing directors of LSV Associates II, the general partner of LSV II and LSV II(A), share voting and dispositive power with respect to the shares held of record by LSV II and LSV II(A), and may be deemed to own beneficially the shares held by LSV II and LSV II(A).

 

(3)  The beneficial ownership percentage is based on a total of 35,370,929 shares of Common Stock outstanding as of November 10, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 12, 2021.

 

 

CUSIP No. 23284F 10 5

Page 9 of 13

 

Introductory Note: This statement on Schedule 13G is being filed by the Reporting Persons in respect of common stock of Cyteir Therapeutics, Inc. (the “Issuer”).

 

Item 1(a)

Name of Issuer

 

Cyteir Therapeutics, Inc.

 

Item 1(b)

Address of Issuer's Principal Executive Offices

 

128 Spring St, Building A, Suite 510

Lexington, MA 02421

 

Item 2(a)

Name of Person Filing

 

Lightstone Ventures II, L.P. (“LSV II”)

Lightstone Ventures II(A), L.P. (“LSV II(A)”)

LSV Associates II, LLC (“LSV Associates II” and, together with LSV II, LSV II(A), the “LSV Entities”)

Michael A. Carusi

Jean M. George

Henry A. Plain, Jr.

Jason W. Lettmann

 

Item 2(b)

Address of Principal Business Office or, if none, Residence

 

The address of the principal place of business of each of the Reporting Persons is 500 Boylston St., Suite 1380, Boston, MA 02116.

 

Item 2(c)

Citizenship

 

Each of the LSV Entities is organized in the State of Delaware. Each of the individual Reporting Persons is a United States citizen.

 

Item 2(d)

Title of Class of Securities

 

Common Stock

 

Item 2(e)

CUSIP Number

 

23284F 10 5

 

Item 3

Not applicable.

 

Item 4

Ownership

 

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1

 

(a) Amount beneficially owned: See Row 9 of pages 2-8

 

(b) Percent of class: See Row 11 of pages 2-8

 

(c) Number of shares as to which the person has:

 

(i) Sole power to vote or to direct the vote: See Row 5 of pages 2-8

 

(ii) Shared power to vote or to direct the vote: See Row 6 of pages 2-8

 

(iii) Sole power to dispose or to direct the disposition of: See Row 7 of pages 2-8

 

(iv) Shared power to dispose or to direct the disposition of: See Row 8 of pages 2-8

 

 

CUSIP No. 23284F 10 5

Page 10 of 13

 

Item 5

Ownership of Five Percent or Less of a Class

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ¨.

 

Item 6

Ownership of More than Five Percent of Another Person

 

Not applicable.

 

Item 7

Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company

 

Not applicable.

 

Item 8

Identification and Classification of Members of the Group

 

Not applicable.

 

Item 9

Notice of Dissolution of Group

 

Not applicable.

 

Item 10

Certification

 

Not applicable.