Black Diamond Therapeutics (BDTX) 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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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 Venture Capital VI, L.P.

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 3630

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Black Diamond Therapeutics, Inc. [ BDTX ]

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)
10/06/2020

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	10/06/2020		S(1)		2,110	D	$33.2589(2)	1,044,452	I	See Footnote(3)
Common Stock	10/06/2020		S(1)		15,980	D	$33.2589(2)	5,781,250	D(4)
Common Stock	10/07/2020		S(1)		3,246	D	$33.5565(5)	1,041,206	I	See Footnote(3)
Common Stock	10/07/2020		S(1)		24,590	D	$33.5565(5)	5,756,660	D(4)
Common Stock	10/07/2020		J(6)		39,608	D	$0.00	1,001,598	I	See Footnote(3)
Common Stock	10/07/2020		J(7)		593	A	$0.00	593	I	See Footnote(8)
Common Stock	10/07/2020		J(9)		593	D	$0.00	0	I	See Footnote(8)
Common Stock	10/07/2020		J(10)		588	A	$0.00	588	I	See Footnote(11)
Common Stock	10/07/2020		J(12)		588	D	$0.00	0	I	See Footnote(11)
Common Stock	10/07/2020		J(13)		192,576	D	$0.00	1,631,864	I	See Footnote(14)
Common Stock	10/07/2020		J(15)		1,033	A	$0.00	1,033	I	See Footnote(16)
Common Stock	10/07/2020		J(17)		57,424	D	$0.00	486,597	I	See Footnote(18)
Common Stock	10/07/2020		J(19)		3,098	A	$0.00	4,131	I	See Footnote(16)
Common Stock	10/07/2020		J(20)		4,131	D	$0.00	0	I	See Footnote(16)

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 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 Voyageurs I Parallel, 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 Voyageurs 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 Vantage I, L.P.

(Last) (First) (Middle)

ONE SANSOME STREET

SUITE 3630

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

Explanation of Responses:

1. The sale of these shares were affected pursuant to Rule 10b5-1 trading plans adopted by each of Versant Vantage I, L.P. ("Versant Vantage I") and Versant Venture Capital VI, L.P. ("Versant VI"), respectively.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.00 to $33.88, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (2) to this Form 4.

3. Shares held by Versant Vantage I. Versant Vantage I GP, L.P. ("Versant Vantage I GP LP") is the general partner of Versant Vantage I, and Versant Vantage I GP-GP, LLC ("Versant Vantage I GP-GP") is the general partner of Versant Vantage I GP LP. Bradley J. Bolzon is a managing member of Versant Vantage I GP-GP and may be deemed to share voting and dispositive power over the shares held by Versant Vantage I; however, he disclaims beneficial ownership of such securities, except to the extent of his pecuniary interests therein. Bradley J. Bolzon is a director of the Issuer and, accordingly, files separate Section 16 reports.

4. Shares held by Versant VI. Versant Ventures VI GP, L.P. ("Versant Ventures VI GP") is the general partner of Versant VI, and Versant Ventures VI GP-GP, LLC ("Versant Ventures VI GP-GP") is the general partner of Versant Ventures VI GP. Bradley J. Bolzon is a managing member of Versant Ventures VI GP-GP and may be deemed to share voting and dispositive power over the shares held by Versant VI; however, he disclaims beneficial ownership of such securities, except to the extent of his pecuniary interests therein. Bradley J. Bolzon is a director of the Issuer and, accordingly, files separate Section 16 reports.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.00 to $33.97, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (5) to this Form 4.

6. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Vantage I, to its partners, pursuant to a Rule 10b5-1 distribution plan.

7. Represents a change in the form of ownership of Versant Vantage I GP LP by virtue of the receipt of shares in the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant Vantage I.

8. Shares held by Versant Vantage I GP LP. Versant Vantage I GP-GP is the general partner of Versant Vantage I GP LP. Bradley J. Bolzon is a managing member of Versant Vantage I GP-GP and may be deemed to share voting and dispositive power over the shares held by Versant Vantage I GP LP; however, he disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein. Bradley J. Bolzon is a director of the Issuer and, accordingly, files separate Section 16 reports.

9. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Vantage I GP LP, to its partners.

10. Represents a change in the form of ownership of Versant Vantage I GP-GP by virtue of the receipt of shares in the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant Vantage I GP LP.

11. Shares held by Versant Vantage I GP-GP. Bradley J. Bolzon is a managing member of Versant Vantage I GP-GP and may be deemed to share voting and dispositive power over the shares held Versant Vantage I GP-GP; however, he disclaims beneficial ownership of such securities, except to the extent of his pecuniary interests therein. Bradley J. Bolzon is a director of the Issuer and, accordingly, files separate Section 16 reports.

12. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Vantage I GP-GP, to its members.

13. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Voyageurs I, L.P. ("Versant Voyageurs I"), to its partners, pursuant to a Rule 10b5-1 distribution plan.

14. Shares held by Versant Voyageurs I. Versant Voyageurs I GP Company ("Versant Voyageurs I GP") is the general partner of Versant Voyageurs I. Bradley J. Bolzon may be deemed to share voting and dispositive power over the shares held by Versant Voyageurs I; however, he disclaims beneficial ownership of such securities, except to the extent of his pecuniary interests therein. Bradley J. Bolzon is a director of the Issuer and, accordingly, files separate Section 16 reports.

15. Represents a change in the form of ownership of Versant Voyageurs I GP, L.P. ("Versant Voyageurs I GP LP") by virtue of the receipt of shares as a result of the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant Voyageurs I.

16. Shares held by Versant Voyageurs I GP LP. Bradley J. Bolzon is a partner of Versant Voyageurs I GP LP and may be deemed to share voting and dispositive power over the shares held by Versant Voyageurs I GP LP; however, he disclaims beneficial ownership of such securities, except to the extent of his pecuniary interests therein. Bradley J. Bolzon is a director of the Issuer and, accordingly, files separate Section 16 reports.

17. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Voyageurs I Parallel, L.P. ("Versant I Parallel"), to its partners, pursuant to a Rule 10b5-1 distribution plan.

18. Shares held by Versant I Parallel. Versant Voyageurs I GP LP is the general partner of Versant I Parallel. Versant Ventures VI GP is the general partner of Versant Voyageurs I GP LP. Versant Ventures VI GP-GP is the general partner of Versant Ventures VI GP. Bradley J. Bolzon is a managing member of Versant Ventures VI GP-GP and may be deemed to share voting and dispositive power over the shares held by Versant I Parallel; however, he disclaims beneficial ownership of such securities, except to the extent of his pecuniary interests therein. Bradley J. Bolzon is a director of the Issuer and, accordingly, files separate Section 16 reports.

19. Represents a change in the form of ownership of Versant Voyageurs I GP LP by virtue of the receipt of shares in the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant I Parallel.

20. Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Voyageurs I GP LP, to its partners.

Remarks:

	/s/ Versant Venture Capital VI, L.P., By: Versant Ventures VI GP, L.P., Its: General Partner, By: Versant Ventures VI GP-GP, LLC, By: Robin L. Praeger Its: Managing Director	10/08/2020
	/s/ Versant Voyageurs I Parallel, L.P., By: Versant Voyageurs I GP, L.P., Its: General Partner, By: Versant Ventures VI GP, L.P., Its: General Partner, By: Versant Ventures VI GP-GP, LLC, By: Robin L. Praeger, Its: Managing Director	10/08/2020
	/s/ Versant Voyageurs I, L.P., By: Versant Voyageurs I GP Company, Its: General Partner, By: Robin L. Praeger, Its: President	10/08/2020
	/s/ Versant Vantage I, LP, By: Versant Vantage I GP, L.P., Its: General Partner, By: Versant Vantage I GP-GP, LLC, Its: General Partner, By: Robin L. Praeger, Its: Managing Director	10/08/2020
	** Signature of Reporting Person	Date
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