Column Group Iii-a Form 4 Revolution Medicines / Tim Kutzkey 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^*

COLUMN GROUP III, LP

(Last) (First) (Middle)

1700 OWENS STREET

SUITE 500

(Street)

SAN FRANCISCO CA 94158

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Revolution Medicines, Inc. [ RVMD ]

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)
06/17/2020

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	06/17/2020		J		7,234	A	$0.00	7,234(1)	I	See Footnote(2)(3)
Common Stock								7,977,384(4)	D(5)(6)(7)(8)

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
Stock Option (Right to Buy)	$36.57	06/17/2020		J		25,318		(9)	06/16/2030	Common Stock	25,318	$0.00	25,318	I	See Footnote(2)(3)
Stock Option (Right to Buy)	$17	02/12/2020		J		36,168		(10)	02/11/2030	Common Stock	36,168	$0.00	36,168	I	See Footnote(11)

1. Name and Address of Reporting Person^*

COLUMN GROUP III, LP

(Last) (First) (Middle)

1700 OWENS STREET

SUITE 500

(Street)

SAN FRANCISCO CA 94158

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

COLUMN GROUP III-A, LP

(Last) (First) (Middle)

1700 OWENS STREET

SUITE 500

(Street)

SAN FRANCISCO CA 94158

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

COLUMN GROUP III GP, LP

(Last) (First) (Middle)

1700 OWENS STREET

SUITE 500

(Street)

SAN FRANCISCO CA 94158

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

PONOI CAPITAL, LP

(Last) (First) (Middle)

1700 OWENS STREET

SUITE 500

(Street)

SAN FRANCISCO CA 94158

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Ponoi Capital II, LP

(Last) (First) (Middle)

1700 OWENS STREET

SUITE 500

(Street)

SAN FRANCISCO CA 94158

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Ponoi Management, LLC

(Last) (First) (Middle)

1700 OWENS STREET

SUITE 500

(Street)

SAN FRANCISCO CA 94158

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Ponoi II Management, LLC

(Last) (First) (Middle)

1700 OWENS STREET

SUITE 500

(Street)

SAN FRANCISCO CA 94158

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Kutzkey Tim

(Last) (First) (Middle)

1700 OWENS STREET

SUITE 500

(Street)

SAN FRANCISCO CA 94158

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

GOEDDEL DAVID V

(Last) (First) (Middle)

1700 OWENS STREET

SUITE 500

(Street)

SAN FRANCISCO CA 94158

(City) (State) (Zip)

Explanation of Responses:

1. Includes 7,234 restricted stock units.

2. The restricted stock units and option were granted to Peter Svennilson, a director of the Issuer who is a managing partner of The Column Group III GP, LP ("TCG III GP") which is the general partner of The Column Group III, LP ("TCG III LP") and The Column Group III-A, LP ("TCG III-A LP"), and who is a managing partner of Ponoi Management, LLC ("Ponoi LLC") and Ponoi II Management, LLC ("Ponoi II LLC") which are the general partners of Ponoi Capital, LP ("Ponoi LP") and Ponoi Capital II, LP ("Ponoi II LP"), respectively.

3. (cont.) Under the partnership agreements of TCG III LP, TCG III-A LP, Ponoi LP and Ponoi II LP (collectively, the "Funds"), Mr. Svennilson is deemed to hold the restricted stock units and option for the economic benefit of the Funds. The reporting persons may be deemed indirect beneficial owners of the restricted stock units and option. The reporting persons disclaim beneficial ownership of the restricted stock units and option except to the extent of their pecuniary interest therein.

4. Consists of 3,103,049 shares held directly by TCG III LP, 3,504,313 shares held directly by TCG III-A LP, 685,011 shares held directly by Ponoi LP and 685,011 shares held directly by Ponoi II LP.

5. The securities are directly held by TCG III LP, and indirectly held by TCG III GP, the general partner of TCG III LP. The managing partners of TCG III GP are David Goeddel, Peter Svennilson and Tim Kutzkey. The managing partners of TCG III GP may be deemed to have voting and investment power with respect to such shares. TCG III GP and each individual managing partner disclaims beneficial ownership of these shares, except to the extent of their respective pecuniary interest in such shares.

6. The securities are directly held by TCG III-A LP, and indirectly held by TCG III GP, the general partner of TCG III-A LP. The managing partners of TCG III GP are David Goeddel, Peter Svennilson and Tim Kutzkey. The managing partners of TCG III GP may be deemed to have voting and investment power with respect to such shares. TCG III GP and each individual managing partner disclaims beneficial ownership of these shares, except to the extent of their respective pecuniary interest in such shares.

7. The securities are directly held by Ponoi II LP, and indirectly held by Ponoi II LLC, the general partner of Ponoi II LP. The managing partners of Ponoi II LLC are David Goeddel, Peter Svennilson and Tim Kutzkey. The managing partners of Ponoi II LLC may be deemed to have voting and investment power with respect to such shares. Ponoi II LLC and each individual managing partner disclaims beneficial ownership of these shares, except to the extent of their respective pecuniary interest in such shares.

8. The securities are directly held by Ponoi LP, and indirectly held by Ponoi LLC, the general partner of Ponoi LP. The managing partners of Ponoi LLC are David Goeddel, Peter Svennilson and Tim Kutzkey. The managing partners of Ponoi LLC may be deemed to have voting and investment power with respect to such shares. Ponoi LLC and each individual managing partner disclaims beneficial ownership of these shares, except to the extent of their respective pecuniary interest in such shares.

9. One thirty-sixth (1/36th) of the shares subject to the option will vest on each monthly anniversary measured from June 17, 2020, so that 100% of the shares subject to the option will be fully vested and exercisable as of the third anniversary of such date, subject to Mr. Svennilson's continued service through each vesting date.

10. One thirty-sixth (1/36th) of the shares subject to the option will vest on each monthly anniversary measured from February 12, 2020, so that 100% of the shares subject to the option will be fully vested and exercisable as of the third anniversary of such date, subject to Mr. Lasky's continued service through each vesting date. Mr. Lasky's service as a director of the Issuer ceased on June 17, 2020.

11. The option was granted to Laurence Lasky, a former director of the Issuer who is a partner of the general partners of the Funds. Under the partnership agreements of the Funds, Mr. Lasky is deemed to hold the option for the economic benefit of the Funds. The reporting persons may be deemed indirect beneficial owners of the option. The reporting persons disclaim beneficial ownership of the option except to the extent of their pecuniary interest therein.

Remarks:

	/s/ Jennifer J. Carlson, Attorney-in-fact	06/19/2020
	** Signature of Reporting Person	Date
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