| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 10/06/2021 | 3. Issuer Name and Ticker or Trading Symbol Science 37 Holdings, Inc. [ SNCE ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock | 11,658,666(1) | I | By Lux Ventures IV, L.P.(2)(3) |
| Common Stock | 3,505,890(1) | I | By Lux Co-Invest Opportunities, L.P.(2)(3) |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. On October 6, 2021, pursuant to that certain Agreement and Plan of Merger, dated as of May 6, 2021, by and among the Issuer (f/k/a LifeSci Acquisition II Corp.), LifeSci Acquisition II Merger Sub, Inc., Inc. ("Merger Sub"), and Science 37, Inc. ("Legacy Science 37"), Merger Sub merged with and into Legacy Science 37, with Legacy Science 37 surviving as a wholly owned subsidiary of the Issuer (the "Merger"). Immediately prior to the consummation of the Merger, each share of common stock of Legacy Science 37 was converted into the right to receive approximately 1.8153 shares of the Issuer's Common Stock. |
| 2. Lux Venture Partners IV, LLC is the general partner of Lux Ventures IV, L.P. and exercises voting and dispositive power over the shares held by Lux Ventures IV, L.P. Lux Co-Invest Partners, LLC is the general partner of Lux Co-Invest Opportunities, L.P. and exercises voting and dispositive power over the shares held by Lux Co-Invest Opportunities, L.P. Peter Hebert and Josh Wolfe are the sole managers of Lux Venture Partners IV, LLC and Lux Co-Invest Partners, LLC and may be deemed to share voting and dispositive power for the shares held by each of Lux Ventures IV, L.P. and Lux Co-Invest Opportunities, L.P. Lux Capital Management, LLC, as the investment manager for each of Lux Venture Partners IV, LLC and Lux Co-Invest Partners, LLC, may be deemed to share voting and investment powers for the shares held by each of Lux Ventures IV, L.P. and Lux Co-Invest Opportunities, L.P. |
| 3. Each of Lux Capital Management, LLC, Lux Venture Partners IV, LLC, Lux Co-Invest Partners, LLC, Peter Hebert and Josh Wolfe disclaim beneficial ownership over the shares reported herein except to the extent of their pecuniary interest therein. |
| Lux Capital Management, LLC, By: /s/ Segolene Scarborough, Attorney-in-Fact for Peter Hebert, Managing Member | 10/18/2021 | |
| Lux Ventures IV, L.P., By: /s/ Segolene Scarborough, Attorney-in-Fact for Peter Hebert, Managing Member | 10/18/2021 | |
| Lux Venture Partners IV, LLC, By: /s/ Segolene Scarborough, Attorney-in-Fact for Peter Hebert, Managing Member | 10/18/2021 | |
| Lux Co-Invest Opportunities, L.P., By: Lux Co-Invest Partners, LLC, its general partner, By: /s/ Peter Hebert, Name: Peter Herbert, Title: Manager | 10/18/2021 | |
| Lux Co-Invest Partners, LLC, By: /s/ Segolene Scarborough, Attorney-in-Fact for Peter Hebert, Managing Member | 10/18/2021 | |
| By: /s/ Segolene Scarborough, Attorney-in-Fact for Peter Hebert | 10/18/2021 | |
| By: /s/ Segolene Scarborough, Attorney-in-Fact for Josh Wolfe | 10/18/2021 | |
| ** 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 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
