Andrew N Schiff Form 3 Elevation Oncology / ANDREW N SCHIFF 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^*

Aisling Capital IV, LP

(Last) (First) (Middle)

888 SEVENTH AVENUE

12TH FLOOR

(Street)

NEW YORK NY 10106

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/24/2021

3. Issuer Name and Ticker or Trading Symbol
Elevation Oncology, Inc. [ ELEV ]

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)
Common Stock	295,818	D(1)

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 A Preferred Stock	(2)	(2)	Common Stock	1,893,232(1)	(2)	D(1)
Series B Preferred Stock	(2)	(2)	Common Stock	458,360(1)	(2)	D(1)

1. Name and Address of Reporting Person^*

Aisling Capital IV, LP

(Last) (First) (Middle)

888 SEVENTH AVENUE

12TH FLOOR

(Street)

NEW YORK NY 10106

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

ELMS STEVE

(Last) (First) (Middle)

C/O AISLING CAPITAL MANAGEMENT LP

888 SEVENTH AVENUE, 12TH FLOOR

(Street)

NEW YORK NY 10106

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Aisling Capital Partners IV LLC

(Last) (First) (Middle)

888 SEVENTH AVENUE

12TH FLOOR

(Street)

NEW YORK NY 10106

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Aisling Capital Partners IV, LP

(Last) (First) (Middle)

888 SEVENTH AVENUE

12TH FLOOR

(Street)

NEW YORK NY 10106

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

SCHIFF ANDREW N

(Last) (First) (Middle)

C/O AISLING CAPITAL MANAGEMENT LP

888 SEVENTH AVENUE, 12TH FLOOR

(Street)

NEW YORK NY 10106

(City) (State) (Zip)

Explanation of Responses:

1. The securities are directly held by Aisling Capital IV, LP ("Aisling"). Aisling Capital Partners IV, LP ("Aisling GP"), is the general partner of Aisling, and Aisling Capital Partners IV LLC ("Aisling Partners"), is the general partner of Aisling GP. The managers of Aisling Partners are Dr. Andrew Schiff and Steve Elms and may share voting power and dispositive powers over securities held by Aisling, and as a result, may be deemed to have beneficial ownership over such securities. Each of the reporting persons disclaims beneficial ownership of the reported securities except to the extent of such reporting person's pecuniary interest therein.

2. The shares of the Issuer's Preferred Stock will automatically convert on a 4.225582-for-one basis into the number of shares of the issuer's Common Stock shown in column 3 immediately upon the closing of the issuer's initial public offering, and has no expiration date.

Remarks:

	AISLING CAPITAL IV, LP, by Aisling Capital Partners IV, LP, its General Partner, by Aisling Capital Partners IV LLC, its General Partner, /s/ Andrew Schiff, Managing Member	06/24/2021
	/s/ Steve Elms	06/24/2021
	AISLING CAPITAL PARTNERS IV LLC, /s/ Andrew Schiff, Managing Member	06/24/2021
	AISLING CAPITAL PARTNERS IV, LP, by Aisling Capital Partners IV LLC, its General Partner, /s/ Andrew Schiff, Managing Member	06/24/2021
	/s/ Andrew Schiff	06/24/2021
	** Signature of Reporting Person	Date
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