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Ikena Oncology (IKNA)

Filed: 25 Mar 21, 8:09pm
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*
Atlas Venture Fund XI, L.P.

(Last) (First) (Middle)
300 TECHNOLOGY SQUARE, 8TH FLOOR

(Street)
CAMBRIDGE MA 02139

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/25/2021
3. Issuer Name and Ticker or Trading Symbol
Ikena Oncology, Inc. [ IKNA ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 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)
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)
Common Stock 169,095 I See Footnote(1)
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 A Preferred Stock (2) (2) Common Stock 1,327,927 (2) I See Footnote(3)
Series A-1 Preferred Stock (2) (2) Common Stock 1,573,682 (2) I See Footnote(3)
Series A-2 Preferred Stock (2) (2) Common Stock 1,099,118 (2) I See Footnote(1)
Series B Preferred Stock (2) (2) Common Stock 749,634 (2) I See Footnote(4)
1. Name and Address of Reporting Person*
Atlas Venture Fund XI, L.P.

(Last) (First) (Middle)
300 TECHNOLOGY SQUARE, 8TH FLOOR

(Street)
CAMBRIDGE MA 02139

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Atlas Venture Associates XI, L.P.

(Last) (First) (Middle)
300 TECHNOLOGY SQUARE, 8TH FLOOR

(Street)
CAMBRIDGE MA 02139

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Atlas Venture Associates XI, LLC

(Last) (First) (Middle)
300 TECHNOLOGY SQUARE, 8TH FLOOR

(Street)
CAMBRIDGE MA 02139

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Atlas Venture Fund X, L.P.

(Last) (First) (Middle)
300 TECHNOLOGY SQUARE, 8TH FLOOR

(Street)
CAMBRIDGE MA 02139

(City) (State) (Zip)
1. Name and Address of Reporting Person*
ATLAS VENTURE ASSOCIATES X, L.P.

(Last) (First) (Middle)
300 TECHNOLOGY SQUARE, 8TH FLOOR

(Street)
CAMBRIDGE MA 02139

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Atlas Venture Associates X, LLC

(Last) (First) (Middle)
300 TECHNOLOGY SQUARE, 8TH FLOOR

(Street)
CAMBRIDGE MA 02139

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Atlas Venture Opportunity Fund I, L.P.

(Last) (First) (Middle)
300 TECHNOLOGY SQUARE, 8TH FLOOR

(Street)
CAMBRIDGE MA 02139

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Atlas Venture Associates Opportunity I, L.P.

(Last) (First) (Middle)
300 TECHNOLOGY SQUARE, 8TH FLOOR

(Street)
CAMBRIDGE MA 02139

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Atlas Venture Associates Opportunity I, LLC

(Last) (First) (Middle)
300 TECHNOLOGY SQUARE, 8TH FLOOR

(Street)
CAMBRIDGE MA 02139

(City) (State) (Zip)
Explanation of Responses:
1. These shares are held directly by Atlas Venture Fund XI, L.P. ("Atlas XI"). Atlas Venture Associates XI, L.P. ("Associates XI") is the general partner of Atlas XI. Atlas Venture Associates XI, LLC ("Associates XI LLC") is the general partner of Associates XI. Each of Associates XI and Associates XI LLC disclaims Section 16 beneficial ownership of the securities held by Atlas XI, except to the extent of its pecuniary interest therein, if any.
2. The Series A Preferred Stock, Series A-1 Preferred Stock, Series A-2 Preferred Stock and Series B Preferred Stock (together, the "Preferred Stock") is convertible into Common Stock on a one-for-7.154 basis into the number of shares of Common Stock shown in Column 3 at any time at the holder's election, and automatically upon the closing of the Issuer's initial public offering without payment or additional consideration. The Preferred Stock has no expiration date.
3. These shares are held directly by Atlas Venture Fund X, L.P. ("Atlas X"). Atlas Venture Associates X, L.P. ("Associates X") is the general partner of Atlas X. Atlas Venture Associates X, LLC ("Associates X LLC") is the general partner of Associates X. Each of Associates X and Associates X LLC disclaims Section 16 beneficial ownership of the securities held by Atlas X, except to the extent of its pecuniary interest therein, if any.
4. These shares are held directly by Atlas Venture Opportunity Fund I, L.P. ("Atlas Opportunity I"). Atlas Venture Associates Opportunity I, L.P. ("Associates I") is the general partner of Atlas Opportunity I. Atlas Venture Associates Opportunity I, LLC ("Associates I LLC") is the general partner of Associates I. Each of Associates I and Associates I LLC disclaims Section 16 beneficial ownership of the securities held by Atlas Opportunity I, except to the extent of its pecuniary interest therein, if any.
Remarks:
Atlas Venture Fund XI, L.P., By: Atlas Venture Associates XI, L.P., its general partner, By: Atlas Venture Associates XI, LLC, its general partner, By: Ommer Chohan, Chief Financial Officer /s/ Ommer Chohan 03/25/2021
Atlas Venture Associates XI, L.P., By: Atlas Venture Associates XI, LLC, its general partner, By: Ommer Chohan, Chief Financial Officer /s/ Ommer Chohan 03/25/2021
Atlas Venture Associates XI, LLC By: Ommer Chohan, Chief Financial Officer /s/ Ommer Chohan 03/25/2021
Atlas Venture Fund X, L.P., By: Atlas Venture Associates X, L.P., its general partner, By: Atlas Venture Associates X, LLC, its general partner, By: Ommer Chohan, Chief Financial Officer /s/ Ommer Chohan 03/25/2021
Atlas Venture Associates X, L.P., By: Atlas Venture Associates X, LLC, its general partner, By: Ommer Chohan, Chief Financial Officer /s/ Ommer Chohan 03/25/2021
Atlas Venture Associates X, LLC By: Ommer Chohan, Chief Financial Officer /s/ Ommer Chohan 03/25/2021
Atlas Venture Opportunity Fund I, L.P., By: Atlas Venture Associates Opportunity I, L.P., its general partner, By: Atlas Venture Associates Opportunity I, LLC, its general partner, By: Ommer Chohan, Chief Financial Officer /s/ Ommer Chohan 03/25/2021
Atlas Venture Associates Opportunity I, L.P., By: Atlas Venture Associates Opportunity I, LLC, its general partner, By: Ommer Chohan, Chief Financial Officer /s/ Ommer Chohan 03/25/2021
Atlas Venture Associates Opportunity I, LLC By: Ommer Chohan, Chief Financial Officer /s/ Ommer Chohan 03/25/2021
** Signature of Reporting Person Date
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