Versant Venture Capital V Form 4 Change in insider ownership

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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X

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^*

Versant Ventures V, LLC

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 3630

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Repare Therapeutics Inc. [ RPTX ]

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)
06/03/2022

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 Shares	06/03/2022		S		250,000	D	$12.2517(1)	2,344,451	I	See Footnote(2)
Common Shares	06/03/2022		S		438,795	D	$12.2517(1)	1,464,875	I	See Footnote(3)
Common Shares	06/03/2022		S		13,199	D	$12.2517(1)	44,065	I	See Footnote(4)
Common Shares	06/03/2022		S		14,611	D	$12.2517(1)	48,776	I	See Footnote(5)
Common Shares	06/03/2022		S		33,395	D	$12.2517(1)	111,484	I	See Footnote(6)
Common Shares	06/06/2022		J(7)		614,315	D	$0.00	850,560	I	See Footnote(3)
Common Shares	06/06/2022		J(8)		132,692	A	$0.00	132,692	D(9)
Common Shares	06/06/2022		J(10)		18,478	D	$0.00	25,587	I	See Footnote(4)
Common Shares	06/06/2022		J(11)		3,992	A	$0.00	136,684	D(9)
Common Shares	06/06/2022		J(12)		20,454	D	$0.00	28,322	I	See Footnote(5)
Common Shares	06/06/2022		J(13)		4,419	A	$0.00	141,103	D(9)
Common Shares	06/06/2022		J(14)		141,103	D	$0.00	0	D(9)
Common Shares	06/06/2022		J(15)		46,753	D	$0.00	64,731	I	See Footnote(6)
Common Shares	06/06/2022		J(16)		10,099	A	$0.00	10,099	I	See Footnote(17)
Common Shares	06/06/2022		J(18)		10,099	D	$0.00	0	I	See Footnote(17)
Common Shares								231,211	I	See Footnote(19)

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^*

Versant Ventures V, LLC

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 3630

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Versant Ophthalmic Affiliates I, L.P.

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 3630

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Versant Affiliates Fund V, L.P.

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 3630

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Versant Venture Capital V (Canada), LP

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 3630

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Versant Ventures V GP-GP (Canada), Inc.

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 3630

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Versant Venture Capital V, L.P.

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 3630

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Versant Venture Capital VI, L.P.

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 3630

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Versant Ventures VI GP, L.P.

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 3630

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Versant Ventures VI GP-GP, LLC

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 3630

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Versant Ventures V (Canada), L.P.

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 3630

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.25 to $12.50, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote (1) to this Form 4.

2. Shares held by Versant Venture Capital VI, L.P. ("VVC VI"). Versant Ventures VI GP-GP, LLC ("VV VI GP") is the sole general partner of Versant Ventures VI GP, L.P. ("VV VI") and VV VI is the sole general partner of VVC VI. Jerel C. Davis, a member of the Issuer's board of directors, is a managing director of VV VI GP and may be deemed to share voting and dispositive power over the shares held by VVC VI. Each of VV VI GP, VV VI and Jerel C. Davis disclaims beneficial ownership of the shares held by VVC VI, except to the extent of their respective pecuniary interests therein. Jerel C. Davis is a director of the Issuer and, accordingly files separate Section 16 reports.

3. Shares held by Versant Venture Capital V, L.P. ("VVC V"). Versant Ventures V, LLC ("VV V") is the sole general partner of VVC V. Jerel C. Davis, a member of the Issuer's board of directors, is a managing director of VV V and may be deemed to share voting and dispositive power over the shares held by VVC V. Each of VV V and Jerel C. Davis disclaims beneficial ownership of the shares held by VVC V, except to the extent of their respective pecuniary interests therein. Jerel C. Davis is a director of the Issuer and, accordingly files separate Section 16 reports.

4. Shares held by Versant Affiliates Fund V, L.P. ("VAF V"). VV V is the sole general partner of VAF V. Jerel C. Davis, a member of the Issuer's board of directors, is a managing director of VV V and may be deemed to share voting and dispositive power over the shares held by VAF V. Each of VV V and Jerel C. Davis disclaims beneficial ownership of the shares held by VAF V, except to the extent of their respective pecuniary interests therein. Jerel C. Davis is a director of the Issuer and, accordingly files separate Section 16 reports.

5. Shares held by Versant Ophthalmic Affiliates Fund I, L.P. ("VOAF I"). VV V is the sole general partner of VOAF I. Jerel C. Davis, a member of the Issuer's board of directors, is a managing director of VV V and may be deemed to share voting and dispositive power over the shares held by VOAF I. Each of VV V and Jerel C. Davis disclaims beneficial ownership of the shares held by VOAF I, except to the extent of their respective pecuniary interests therein. Jerel C. Davis is a director of the Issuer and, accordingly files separate Section 16 reports.

6. Shares held by Versant Venture Capital V (Canada) LP ("VVC V (Canada)"). Versant Ventures V (Canada) GP-GP, Inc. ("VV V (Canada) GP") is the sole general partner of Versant Ventures V (Canada), L.P. ("VV V (Canada)") and VV V (Canada) is the sole general partner of VVC V (Canada). Jerel C. Davis, a member of the Issuer's board of directors, is a director of VV V (Canada) GP and may be deemed to share voting and dispositive power over the shares held by VVC V (Canada). Each of VV V (Canada), VV V (Canada) GP and Jerel C. Davis disclaims beneficial ownership of the shares held by VVC V (Canada), except to the extent of their respective pecuniary interests therein. Jerel C. Davis is a director of the Issuer and, accordingly files separate Section 16 reports.

7. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by VVC V to its partners.

8. Represents a change in the form of ownership of VV V by virtue of the receipt of shares in the pro-rata in-kind distribution of common shares of the Issuer for no consideration by VVC V.

9. Shares held by VV V. Jerel C. Davis, a member of the Issuer's board of directors, is a managing director of VV V and may be deemed to share voting and dispositive power over the shares held by VV V; however, he disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein. Jerel C. Davis is a director of the Issuer and, accordingly files separate Section 16 reports.

10. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by VAF V to its partners.

11. Represents a change in the form of ownership of VV V by virtue of the receipt of shares in the pro-rata in-kind distribution of common shares of the Issuer for no consideration by VAF V.

12. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by VOAF I to its partners.

13. Represents a change in the form of ownership of VV V by virtue of the receipt of shares in the pro-rata in-kind distribution of common shares of the Issuer for no consideration by VOAF I.

14. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by VV V, to its members.

15. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by VVC V (Canada) to its partners.

16. Represents a change in the form of ownership of VV V (Canada) by virtue of the receipt of shares in the pro-rata in-kind distribution of common shares of the Issuer for no consideration by VVC V (Canada).

17. Shares held by VV V (Canada). VV V (Canada) GP is the sole general partner of VV V (Canada). Jerel C. Davis, a member of the Issuer's board of directors, is a director of VV V (Canada) GP and may be deemed to share voting and dispositive power over the shares held by VV V (Canada). Each of VV V (Canada) GP and Jerel C. Davis disclaims beneficial ownership of the shares held by VV V (Canada), except to the extent of their respective pecuniary interests therein. Jerel C. Davis is a director of the Issuer and, accordingly files separate Section 16 reports.

18. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by VV V (Canada), to its partners.

19. Shares held by Versant Vantage I, L.P. ("VV I"). Versant Vantage I GP-GP, LLC ("VV I GP-GP") is the sole general partner of Versant Vantage I GP, L.P. ("VV I GP") and VV I GP is the sole general partner of VV I. Jerel C. Davis, a member of the Issuer's board of directors, is a managing director of VV I GP-GP and may be deemed to share voting and dispositive power over the shares held by VV I. Each of VV I GP-GP, VV I GP and Jerel C. Davis disclaims beneficial ownership of the shares held by VV I, except to the extent of their respective pecuniary interests therein. Jerel C. Davis is a director of the Issuer and, accordingly files separate Section 16 reports.

Remarks:

1 of 2: Since there are 13 joint filers and EDGAR will not allow for entry of more than 10 joint filers, this Form 4 is being filed in conjunction with a Form 4 for Versant Vantage I, LP, Versant Vantage I GP, L.P. and Versant Vantage I GP-GP, LLC.

	/s/ Robin L. Praeger, Managing Director of Versant Ventures V, LLC	06/07/2022
	/s/ Robin L. Praeger, Managing Director of Versant Ventures V, LLC, general partner of Versant Ophthalmic Affiliates Fund I, L.P.	06/07/2022
	/s/ Robin L. Praeger, Managing Director of Versant Ventures V, LLC, general partner of Versant Affiliates Fund V, L.P.	06/07/2022
	/s/ Robin L. Praeger, Director of Versant Ventures V GP-GP (Canada), Inc., general partner of Versant Ventures V (Canada), L.P., the general partner of Versant Venture Capital V (Canada) LP	06/07/2022
	/s/ Robin L. Praeger, Director of Versant Ventures V GP-GP (Canada), Inc., general partner of Versant Ventures V (Canada), L.P.	06/07/2022
	/s/ Robin L. Praeger, Director of Versant Ventures V GP-GP (Canada), Inc.	06/07/2022
	/s/ Robin L. Praeger, Managing Director of Versant Ventures VI GP-GP LLC, general partner of Versant Ventures VI GP, L.P., the general partner of Versant Venture Capital VI, L.P.	06/07/2022
	/s/ Robin L. Praeger, Managing Director of Versant Ventures VI GP-GP LLC, general partner of Versant Ventures VI GP, L.P.	06/07/2022
	/s/ Robin L. Praeger, Managing Director of Versant Ventures VI GP-GP LLC	06/07/2022
	/s/ Robin L. Praeger, Managing Director of Versant Ventures V, LLC, the general partner of Versant Venture Capital V, L.P.	06/07/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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