Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)
IDEAYA Biosciences, Inc.
(Name of Issuer)
Common Stock, $0.0001 par value per share
(Title of Class of Securities)
45166A 102
(CUSIP Number)
December 31, 2020
(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) |
| x | Rule 13d-1(c) |
| ¨ | 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 disclosures provided in a prior cover page.
The information required on 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. 45166A 102 | 13 G |
| 1 | NAMES OF REPORTING PERSONS Nextech V Oncology S.C.S., SICAV-SIF | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | (a) ¨ (b) x |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Luxembourg | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER 0 |
| 6 | SHARED VOTING POWER 0 | |
| 7 |
SOLE DISPOSITIVE POWER 0 | |
| 8 | SHARED DISPOSITIVE POWER 0 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | 0 |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ¨ |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | 0% |
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | PN |
| CUSIP NO. 45166A 102 | 13 G |
| 1 | NAMES OF REPORTING PERSONS Nextech V GP S.à r.l. | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | (a) ¨ (b) x |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Luxembourg | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER 0 |
| 6 | SHARED VOTING POWER 0 | |
| 7 |
SOLE DISPOSITIVE POWER 0 | |
| 8 | SHARED DISPOSITIVE POWER 0 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | 0 |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ¨ |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | 0% |
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | OO |
| CUSIP NO. 45166A 102 | 13 G |
| 1 | NAMES OF REPORTING PERSONS Nextech IV Oncology S.C.S. SICAV-SIF | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | (a) ¨ (b) x |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Luxembourg | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER 0 |
| 6 | SHARED VOTING POWER 0 | |
| 7 |
SOLE DISPOSITIVE POWER 0 | |
| 8 | SHARED DISPOSITIVE POWER 0 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | 0 |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ¨ |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | 0% |
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | PN |
| CUSIP NO. 45166A 102 | 13 G |
| 1 | NAMES OF REPORTING PERSONS Nextech IV GP S.à r.l. | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | (a) ¨ (b) x |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Luxembourg | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER 0 |
| 6 | SHARED VOTING POWER 0 | |
| 7 |
SOLE DISPOSITIVE POWER 0 | |
| 8 | SHARED DISPOSITIVE POWER 0 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | 0 |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ¨ |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | 0% |
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | OO |
| CUSIP NO. 45166A 102 | 13 G |
| 1 | NAMES
OF REPORTING PERSONS Thomas Lips | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | (a) ¨ (b) x |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP
OR PLACE OF ORGANIZATION Switzerland | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER 0 |
| 6 | SHARED VOTING POWER 0 | |
| 7 |
SOLE DISPOSITIVE POWER 0 | |
| 8 | SHARED DISPOSITIVE POWER 0 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | 0 |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ¨ |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | 0% |
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | IN |
| CUSIP NO. 45166A 102 | 13 G |
| 1 | NAMES
OF REPORTING PERSONS Dalia Bleyer | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | (a) ¨ (b) x |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP
OR PLACE OF ORGANIZATION Lithuania | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER 0 |
| 6 | SHARED VOTING POWER 0 | |
| 7 |
SOLE DISPOSITIVE POWER 0 | |
| 8 | SHARED DISPOSITIVE POWER 0 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | 0 |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ¨ |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | 0% |
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | IN |
| CUSIP NO. 45166A 102 | 13 G |
| 1 | NAMES
OF REPORTING PERSONS Marc Kriegsmann | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | (a) ¨ (b) x |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP
OR PLACE OF ORGANIZATION Germany | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER 0 |
| 6 | SHARED VOTING POWER 0 | |
| 7 |
SOLE DISPOSITIVE POWER 0 | |
| 8 | SHARED DISPOSITIVE POWER 0 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPOR TING PERSON | 0 |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ¨ |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | 0% |
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | IN |
| CUSIP NO. 45166A 102 | 13 G |
| 1 | NAMES
OF REPORTING PERSONS Christoph Kraiker | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | (a) ¨ (b) x |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP
OR PLACE OF ORGANIZATION Germany | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER 0 |
| 6 | SHARED VOTING POWER 0 | |
| 7 |
SOLE DISPOSITIVE POWER 0 | |
| 8 | SHARED DISPOSITIVE POWER 0 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | 0 |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ¨ |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | 0% |
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | IN |
| CUSIP NO. 45166A 102 | 13 G |
Introductory Note: This statement on Schedule 13G is filed on behalf of the Reporting Persons, in respect of shares of Common Stock (“Common Stock”) of IDEAYA Biosciences, Inc. (the “Issuer”).
| Item 1(a) | Name of Issuer: |
IDEAYA Biosciences, Inc.
| Item 1(b) | Address of Issuer’s principal executive offices: |
7000 Shoreline Court, Suite 350
South San Francisco, California 94080
| Items 2(a) | Name of Reporting Persons filing: |
| Nextech V Oncology S.C.S., SICAV-SIF (“Nextech V LP”) | |
| Nextech V GP S.à r.l. (“Nextech V GP”) | |
| Nextech IV Oncology S.C.S. SICAV SIF (“Nextech IV LP) | |
| Nextech IV GP S.à r.l. (“Nextech IV GP). | |
| Thomas Li ps (“Lips ”) | |
| Dalia Bleyer (“Bleyer”) | |
| Marc Kriegsmann (“Kriegsmann”) | |
| Christoph Kraiker (“Kraiker”) |
| Item 2(b) | Address or principal business office or, if none, residence: |
| The address of the principal business office: | 8 rue Lou Hemmer | |
| L-1748 Luxembourg-Findel | ||
| Grand-Duché de Luxembourg |
| Item 2(c) | Citizenship: |
| Name | Citizenship or Place of Organization |
| Nextech V LP | Luxembourg |
| Nextech V GP | Luxembourg |
| Nextech IV LP | Luxembourg |
| Nextech IV GP | Luxembourg |
| Lips | Switzerland |
| Bleyer | Lithuania |
| Kriegsmann | Germany |
| Kraiker | Germany |
| Item 2(d) | Title of class of securities:
Common Stock, $0.0001 par value per share |
| Item 2(e) | CUSIP No.:
45166A 102 |
| CUSIP NO. 45166A 102 | 13 G |
| Item 3 | If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filings is a: |
Not applicable.
| Item 4 | Ownership
The following information with respect to the ownership of Common Stock of the Issuer by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2020. |
| Reporting Persons | Shares of Common Stock Held Directly | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Beneficial Ownership | Percentage of Class | |||||||||||||||||||||
| Nextech V LP | 0 | 0 | 0 | 0 | 0 | 0 | 0 | % | ||||||||||||||||||||
| Nextech V GP | 0 | 0 | 0 | 0 | 0 | 0 | 0 | % | ||||||||||||||||||||
| Nextech IV LP | 0 | 0 | 0 | 0 | 0 | 0 | 0 | % | ||||||||||||||||||||
| Nextech IV GP | 0 | 0 | 0 | 0 | 0 | 0 | 0 | % | ||||||||||||||||||||
| Lips | 0 | 0 | 0 | 0 | 0 | 0 | 0 | % | ||||||||||||||||||||
| Bleyer | 0 | 0 | 0 | 0 | 0 | 0 | 0 | % | ||||||||||||||||||||
| Kriegsmann | 0 | 0 | 0 | 0 | 0 | 0 | 0 | % | ||||||||||||||||||||
| Kraiker | 0 | 0 | 0 | 0 | 0 | 0 | 0 | % | ||||||||||||||||||||
| 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 (x). |
| Item 6 | Ownership of More than Five Percent on Behalf 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 or Control Person
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 | Certifications By signing below, the undersigned certifies that to the best of their knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the Issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11. |
| CUSIP NO. 45166A 102 | 13 G |
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in the attached statement on Schedule 13G is true, complete and correct.
Dated: February 16, 2021
Nextech V Oncology S.C.S., SICAV-SIF
| By: | Nextech V GP S.à r.l. |
| Its: | General Partner |
| By: | /s/ Dalia Bleyer | |
| Dalia Bleyer, Managing Member | ||
| By: | /s/ Thomas Lips | |
| Thomas Lips, Managing Member |
| Nextech V GP S.à r.l. | ||
| By: | /s/ Dalia Bleyer | |
| Dalia Bleyer, Managing Member | ||
| By: | /s/ Thomas Lips | |
| Thomas Lips, Managing Member | ||
Nextech IV Oncology S.C.S. SICAV-SIF
| By: | Nextech IV GP S.à r.l. |
| Its: | General Partner |
| By: | /s/ Marc Kriegsmann | |
| Marc Kriegsmann, Managing Member | ||
| By: | /s/ Christoph Kraiker | |
| Christoph Kraiker, Managing Member |
| Nextech IV GP S.à r.l. | ||
| By: | /s/ Marc Kriegsmann | |
| Marc Kriegsmann, Managing Member | ||
| By: | /s/ Christoph Kraiker | |
| Christoph Kraiker, Managing Member | ||
| CUSIP NO. 45166A 102 | 13 G |
| /s/ Thomas Lips | |
| Thomas Lips | |
| /s/ Dalia Bleyer | |
| Dalia Bleyer | |
| /s/ Marc Kriegsmann | |
| Marc Kriegsmann | |
| /s/ Christoph Kraiker | |
| Christoph Kraiker |
| CUSIP NO. 45166A 102 | 13 G |
Exhibit(s):
| Exhibit 99.1: | Joint Filing Statement |