Acelyrin (SLRN) Form 3 ACELYRIN / DAVID E. GOEL 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^*

AyurMaya Capital Management Company, LP

(Last) (First) (Middle)

1000 WINTER STREET, SUITE 4500

(Street)

WALTHAM MA 02451

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/04/2023

3. Issuer Name and Ticker or Trading Symbol
ACELYRIN, Inc. [ SLRN ]

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

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

5. 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 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 Redeemable Convertible Preferred Stock	(1)	(1)	Class A Common Stock, par value $0.00001 per share(2)	5,625,306	(1)	I	See footnotes(3)(4)
Series C Redeemable Convertible Preferred Stock	(1)	(1)	Class A Common Stock, par value $0.00001 per share(2)	3,709,429	(1)	I	See footnotes(3)(4)

1. Name and Address of Reporting Person^*

AyurMaya Capital Management Company, LP

(Last) (First) (Middle)

1000 WINTER STREET, SUITE 4500

(Street)

WALTHAM MA 02451

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

GOEL DAVID E.

(Last) (First) (Middle)

C/O AYURMAYA CAPITAL MANAGEMENT CO., LP

1000 WINTER STREET, SUITE 4500

(Street)

WALTHAM MA 02451

(City) (State) (Zip)

Explanation of Responses:

1. Each share of preferred stock is convertible into one share of Class A Common Stock or, subject to and in accordance with certain provisions set forth in the Issuer's certificate of incorporation, Class B Common Stock, and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering of Common Stock ("the "IPO"), all shares of preferred stock will automatically convert into shares of Common Stock.

2. Each share of Class A Common Stock shall be reclassified into one share of Common Stock immediately prior to the completion of the IPO.

3. The securities reported herein are held by AyurMaya Capital Management Fund, LP (the "AyurMaya Fund"). AyurMaya Capital Management Company, LP (the "Investment Manager"), a Delaware limited partnership, is the investment advisor to the AyurMaya Fund. Mr. David E. Goel ("Mr. Goel", and together with the Investment Manager, the "Reporting Persons"), serves as the managing member of AyurMaya Capital Management Company GP, LLC, the general partner of the Investment Manager.

4. The filing of this statement shall not be deemed an admission that either of the Reporting Persons is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise. Each of the Reporting Persons expressly disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein.

Remarks:

The Investment Manager may be deemed to be a director by deputization for purposes of Section 16 under the Securities Exchange Act of 1934 by virtue of the fact that Mr. Alan Colowick, Senior Managing Director of the Investment Manager, currently serves on the board of directors of the Issuer.

	AyurMaya Capital Management Company, LP, By AyurMaya Capital Management Company GP, LLC, Its General Partner, By: /s/ David E. Goel, Managing Member	05/04/2023
	/s/ David E. Goel	05/04/2023
	** 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).
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