David M Tanen Form 3 Kronos Bio / DAVID M TANEN ownership change

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^*

TANEN DAVID M

(Last) (First) (Middle)

C/O KRONOS BIO, INC.

1300 SO. EL CAMINO REAL, SUITE 300

(Street)

SAN MATEO CA 94402

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/08/2020

3. Issuer Name and Ticker or Trading Symbol
Kronos Bio, Inc. [ KRON ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	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)

X	Form filed by One Reporting Person
	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)
Common Stock	131,875	D
Common Stock	131,875	I	See footnote(1)
Common Stock	26,375	I	By son
Common Stock	26,375	I	By son
Common Stock	26,375	I	By Daughter

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
Employee Stock Option (Right to Buy)	(2)	07/09/2030	Common Stock	105,500	4.1422	D
Series Seed Preferred Stock	(3)	(3)	Common Stock	231,553	(3)	D
Series Seed Preferred Stock	(3)	(3)	Common Stock	233,405	(3)	I	See footnote(1)
Series A Preferred Stock	(3)	(3)	Common Stock	68,831	(3)	I	See footnote(1)
Convertible Promissory Note	(4)	02/20/2022	Common Stock	37,119	16.15	I	See footnote(1)

Explanation of Responses:

1. By the David Tanen Revocable Grantor Trust.

2. Immediately exercisable.

3. Each share of Series Seed Preferred Stock and Series A Preferred Stock (the "Preferred Stock") is convertible into 1.055 shares of Common Stock. The Preferred Stock has no expiration date.

4. The convertible promissory note will automatically convert into shares of the Issuer's common stock upon the closing of the Issuer's first firm commitment underwritten initial public offering.

Remarks:

	/s/ David Tanen	10/08/2020
	** 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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