Form 4: ARCH Venture Partners IX Affiliates Report Significant Beneficial Ownership in Lyell Immunopharma Post-Reverse Split

Sentiment:

Beneficial Ownership Statement


ARCH Venture Partners IX, along with its affiliated funds and managing directors, has reported a combined beneficial ownership of 1,820,634 shares of Lyell Immunopharma common stock following a 1-for-20 reverse stock split.

Summary

  • ARCH Venture Partners IX, LLC, and its related entities including ARCH Venture Partners IX, L.P., ARCH Venture Partners IX Overage, L.P., ARCH Venture Fund IX, L.P., and ARCH Venture Fund IX Overage, L.P., are reporting persons.
  • Individual managing directors Keith Crandell, Clinton Bybee, and Robert Nelsen are also listed as reporting persons due to their roles at ARCH Venture Partners IX, LLC.
  • The reporting persons collectively hold beneficial ownership of 1,820,634 shares of Lyell Immunopharma, Inc. (LYEL) common stock.
  • Specifically, 910,317 shares are indirectly held by ARCH Venture Fund IX, L.P., and another 910,317 shares are indirectly held by ARCH Venture Fund IX Overage, L.P.
  • The reported share amounts reflect a 1-for-20 reverse stock split that became effective on May 27, 2025.
  • All listed reporting persons are identified as both Directors and 10% Owners of Lyell Immunopharma, Inc.
  • The filing date for this statement of beneficial ownership is July 29, 2025, with the earliest transaction date noted as July 25, 2025.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. While a Form 4 is primarily a factual report of ownership, the continued significant stake by a prominent biotech VC firm and its managing directors, who also serve as directors, can be viewed as a positive signal of long-term commitment, especially after a reverse stock split.

Positives

  • The continued significant beneficial ownership by ARCH Venture Partners, a prominent venture capital firm specializing in biotechnology, indicates ongoing institutional confidence in Lyell Immunopharma.
  • The reporting persons' dual role as Directors and 10% Owners suggests active involvement and alignment of interests with the company's strategic direction.

Future Outlook

This filing does not contain forward-looking statements or guidance regarding Lyell Immunopharma's future financial performance or strategic outlook, focusing solely on beneficial ownership reporting.

Management Comments

  • ARCH Venture Partners IX, L.P., ARCH Venture Partners IX, LLC, and the ARCH Managing Directors (Keith Crandell, Robert Nelsen, and Clinton Bybee) disclaim beneficial ownership of the reported securities, except to the extent of their pecuniary interest therein, if any.
  • ARCH Venture Partners IX Overage, L.P., ARCH Venture Partners IX, LLC, and the ARCH Managing Directors disclaim beneficial ownership of the reported securities, except to the extent of their pecuniary interest therein, if any.

Industry Context

ARCH Venture Partners is a leading venture capital firm with a strong focus on early-stage life sciences and biotechnology companies. Their significant stake in Lyell Immunopharma aligns with their investment strategy in innovative biotech firms. This filing is a routine disclosure of beneficial ownership by a major institutional investor and board member in the biotech sector.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Beneficial Ownership DisclosureThe filing details the beneficial ownership of Lyell Immunopharma common stock by ARCH Venture Partners IX, LLC and its affiliated funds, along with their managing directors, who also serve as directors of Lyell. This highlights significant institutional and insider ownership.07/25/2025Reinforces the influence of a major institutional investor and its representatives on the company's governance and strategic direction, aligning their interests with shareholders through substantial equity holdings.

Related Party Transactions

  • The beneficial ownership is structured through various affiliated ARCH Venture Partners entities (funds and general partners), with managing directors of ARCH Venture Partners IX, LLC also being listed as reporting persons. This represents a standard structure for venture capital investments and beneficial ownership reporting.

Stakeholder Impact

  • Shareholders: Provides transparency regarding significant institutional ownership and the holdings of directors, which can influence investor confidence and perception of corporate alignment.
  • Management: Indicates strong backing and oversight from a major venture capital investor with board representation.

Key Dates

DateDescription
05/27/2025Effective date of the 1-for-20 reverse stock split for Lyell Immunopharma common stock.
07/25/2025Date of earliest transaction or effective date for the reported beneficial ownership status.
07/29/2025Filing date of the SEC Form 4.

Keywords

Lyell Immunopharma, LYEL, ARCH Venture Partners, Beneficial Ownership, SEC Form 4, Insider Ownership, Venture Capital, Biotechnology, Reverse Stock Split

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