Janwillem Naesens Form 3 Cyteir Therapeutics / Janwillem Naesens ownership change

SEC Form 3

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^*

Naesens Janwillem

(Last) (First) (Middle)

128 SPRING ST, BUILDING A, SUITE 510

(Street)

LEXINGTON MA 02421

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/17/2021

3. Issuer Name and Ticker or Trading Symbol
Cyteir Therapeutics, Inc. [ CYT ]

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

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

5. 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 Beneficially Owned
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)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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
Series B Convertible Preferred Stock	(1)	(1)	Common Stock	2,933,581	(1)	I	See Footnote(3)
Series C Convertible Preferred Stock	(2)	(2)	Common Stock	325,442	(2)	I	See Footnote(3)
Stock Option (Right to Buy)	(4)	06/17/2031	Common Stock	17,250	18	D

Explanation of Responses:

1. The shares of Series B Convertible Preferred Stock are convertible into the number of shares of the Issuer's common stock shown in column 3 and have no expiration date. The Series B Convertible Preferred Stock will automatically convert into common stock upon the closing of the Issuer's initial public offering.

2. The shares of Series C Convertible Preferred Stock are convertible into the number of shares of the Issuer's common stock shown in column 3 and have no expiration date. The Series C Convertible Preferred Stock will automatically convert into common stock upon the closing of the Issuer's initial public offering.

3. Shares held by Droia Invest II SCSp. DF II GP Sarl is the general partner of Droia Invest II SCSp. Wepaven BV (represented by Janwillem Naesens) and IHL SA (represented by the Reporting Person), the managers of DF II GP Sarl, share voting and investment power with respect to the shares held of record by Droia Invest II SCSp. The Reporting Person, along with Mr. Verelst, disclaim beneficial ownership of the securities reported herein, except to the extent of their pecuniary interest therein.

4. The option will vest in full on the earlier of (a) June 17, 2022 and (b) the next annual meeting of stockholders that follows June 17, 2021, in each case subject to the Reporting Person's continued service on the Issuer's board of directors through the applicable vesting date.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	By: /s/ Andrew Gengos, Attorney-in-Fact	06/17/2021
	** 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).
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