Edgewise Therapeutics (EWTX) Form 4 Edgewise Therapeutics / JONATHAN D ROOT 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^*

ROOT JONATHAN D

(Last) (First) (Middle)

C/O EDGEWISE THERAPEUTICS, INC.

3145 COLORADO AVE.

(Street)

BOULDER CO 80303

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Edgewise Therapeutics, Inc. [ EWTX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/30/2021

4. 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 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	03/30/2021		C(1)		3,473,543	A	$0.00	3,473,543	I	See Footnotes(2)
Common Stock	03/30/2021		P		15,625	A	$16	15,625	D

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
Series B-1 Preferred Stock	$0.00	03/30/2021		C			1,651,607	(1)	(1)	Common Stock	1,651,607	$0.00	0	I	See Footnotes(2)
Series B-2 Preferred Stock	$0.00	03/30/2021		C			1,366,707	(1)	(1)	Common Stock	1,366,707	$0.00	0	I	See Footnotes(2)
Series C Preferred Stock	$0.00	03/30/2021		C			455,229	(1)	(1)	Common Stock	455,229	$0.00	0	I	See Footnotes(2)

Explanation of Responses:

1. Each share of Series A Preferred Stock, Series B-1 Preferred Stock, Series B-2 Preferred Stock and Series C Preferred Stock converted into one share of the Issuer's Common Stock immediately prior to the completion of the Issuer's initial public offering. The Preferred Stock had no expiration date.

2. These securities are held of record by U.S. Venture Partners XI, L.P. ("USVP XI"). Presidio Management Group XI, L.L.C. ("PMG XI"), the general partner of USVP XI, has sole voting and dispositive power with respect to the shares held by USVP XI. The Reporting Person is a managing member of PMG XI with additional rights with respect to the issuer's securities, and may be deemed to have sole voting and dispositive power with respect to such shares. Each of the foregoing persons disclaims beneficial ownership of such securities, except to the extent of any pecuniary interest therein.

Remarks:

	/s/ John R. Moore Attorney-in-Fact for Jonathan Root M.D.	03/31/2021
	** 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 4 (b)(v).
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