Keval Desai Form 4 PMV Pharmaceuticals / KHALED NASR ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

INTERWEST PARTNERS X LP

(Last) (First) (Middle)

467 FIRST STREET SUITE 201

(Street)

LOS ALTOS CA 94022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PMV Pharmaceuticals, Inc. [ PMVP ]

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

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/24/2021

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/24/2021		J(1)		1,000,000	D	$0.00	5,469,911	D
Common Stock	03/24/2021		J(1)		10,000	A	$0.00	10,000	I	By: InterWest Management Partners X, LLC(3)
Common Stock	03/24/2021		J(2)		10,000	D	$0.00	0	I	By: InterWest Management Partners X, LLC(3)
Common Stock	03/24/2021		J(2)		373	A	$0.00	373	I	By: Khaled A. Nasr(3)
Common Stock	03/24/2021		J(2)		250	A	$0.00	250	I	By: Keval Desai(3)
Common Stock	03/24/2021		J(2)		2,269	A	$0.00	2,269	I	By Gilbert H. Kliman(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

INTERWEST PARTNERS X LP

(Last) (First) (Middle)

467 FIRST STREET SUITE 201

(Street)

LOS ALTOS CA 94022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

InterWest Management Partners X, LLC

(Last) (First) (Middle)

467 FIRST STREET, SUITE 201

(Street)

LOS ALTOS CA 94022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

NASR KHALED

(Last) (First) (Middle)

467 FIRST STREET, SUITE 201

(Street)

LOS ALTOS CA 94022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Desai Keval

(Last) (First) (Middle)

467 FIRST STREET, SUITE 201

(Street)

LOS ALTOS CA 94022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Kliman Gilbert H

(Last) (First) (Middle)

467 FIRST STREET, SUITE 201

(Street)

LOS ALTOS CA 94022

(City) (State) (Zip)

Explanation of Responses:

1. Represents pro rata in-kind distribution by InterWest Partners X, LP ("IW10") without consideration to its limited and general partners in accordance with the terms of the InterWest Partners X, LP Limited Partnership Agreement. Includes 10,000 shares distributed to InterWest Management Partners X, LLC ("IMP10") its general partner.

2. Represents pro rata in-kind distribution by IMP10 without consideration to its members in accordance with the terms of the InterWest Management Partners X, LLC Operating Agreement. Includes 373 shares distributed to Khaled A. Nasr ("Nasr"), 250 shares distributed to Keval Desai ("Desai") and 2,269 shares distributed to Gilbert H. Kliman ("Kliman").

3. The shares are held directly by IW10. The general partner of IW10 is IMP10. Kliman is a Managing Director of IMP10 and Nasr and Desai are Venture Members of IMP10. Each of Nasr, Desai and Kliman share voting and investment control over the shares owned by IW10, and may be deemed to beneficially own the shares held by IW10. Each of Nasr, Desai and Kliman disclaims beneficial ownership of such shares except to the extent of his pecuniaryinterest theriein.

Remarks:

	/s/ Karen A. Wilson, Attorney-in Fact for InterWest Partners X, LP	03/25/2021
	/s/ Karen A. Wilson, Attorney-in Fact for InterWest Management Partners X, LLC	03/25/2021
	/s/ Karen A. Wilson, Attorney-in Fact for Khlaed A. Nasr	03/25/2021
	/s/ Karen A. Wilson, Attorney-in Fact for Keval Desai	03/25/2021
	/s/ Karen A. Wilson, Attorney-in Fact for Gilbert H. Kliman	03/25/2021
	** Signature of Reporting Person	Date
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