Belldegrun Arie Form 3 Kronos Bio / Arie Belldegrun 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^*

Belldegrun Arie

(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	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)

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	255,837	I	By Bellco Legacy II Trust(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 Seed Preferred Stock	(2)	(2)	Common Stock	685,750	(2)	I	By Vida Ventures, LLC(3)
Series A Preferred Stock	(2)	(2)	Common Stock	1,376,313	(2)	I	By Vida Ventures, LLC(3)
Convertible Promissory Note	(4)	02/20/2022	Common Stock	253,251	16.15	I	By Vida Ventures, LLC(3)
Series Seed Preferred Stock	(2)	(2)	Common Stock	182,866	(2)	I	By Bellco Legacy II Trust(1)
Series A Preferred Stock	(2)	(2)	Common Stock	240,872	(2)	I	By Bellco Legacy II Trust(1)

Explanation of Responses:

1. The reporting person currently serves as the trustee of Bellco Legacy II Trust ("Bellco"). His wife, Dr. Rebecka Belldegrun, is the beneficiary of Bellco.

2. 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.

3. VV Manager LLC is the manager of Vida Ventures, LLC ("Vida"). The reporting person is a Senior Managing Director of VV Manager LLC and may therefore be deemed to be the beneficial owner of the securities held by Vida. The reporting person disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.

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, Attorney-in-fact	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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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