SCHEDULE 13G: Frazier Life Sciences Funds Report Significant Beneficial Ownership in Xilio Therapeutics

Frazier Life Sciences and its affiliated funds, along with key managing members, have reported beneficial ownership of up to 9.9% of Xilio Therapeutics, Inc. common stock through exercisable pre-funded warrants.

Summary

• Frazier Life Sciences Public Fund, L.P. reported beneficial ownership of 3,508,661 shares of Xilio Therapeutics' common stock, representing 6.3% of the class.
• Frazier Life Sciences Public Overage Fund, L.P. reported beneficial ownership of 1,035,069 shares, representing 2.0% of the common stock.
• Frazier Life Sciences X, L.P. reported beneficial ownership of 144,829 shares, representing 0.3% of the common stock.
• Frazier Life Sciences XI, L.P. reported beneficial ownership of 385,637 shares, representing 0.7% of the common stock.
• Frazier Life Sciences XII, L.P. reported beneficial ownership of 672,997 shares, representing 1.3% of the common stock.
• James N. Topper and Patrick J. Heron each reported shared beneficial ownership of 5,747,193 shares, representing 9.9% of the common stock, which includes shares from all five Frazier Life Sciences funds.
• Albert Cha and James Brush each reported shared beneficial ownership of 4,543,730 shares, representing 8.1% of the common stock, derived from their shared control over Frazier Life Sciences Public Fund, L.P. and Frazier Life Sciences Public Overage Fund, L.P.
• Daniel Estes reported shared beneficial ownership of 1,058,634 shares, representing 2.0% of the common stock, derived from his shared control over Frazier Life Sciences XI, L.P. and Frazier Life Sciences XII, L.P.
• All reported shares are issuable upon the exercise of pre-funded warrants within 60 days of June 5, 2025.
• The percentage of class for each reporting person is calculated based on the sum of 51,782,273 shares of Xilio Therapeutics' Common Stock outstanding as of May 5, 2025, and the specific number of shares issuable to that reporting person from pre-funded warrants.

Sentiment

Score: 5

Explanation: Neutral, as this is a factual disclosure of beneficial ownership and does not contain positive or negative operational or financial news.

Future Outlook

NA

Industry Context

This Schedule 13G filing indicates a significant, passive investment by Frazier Life Sciences, a prominent life sciences investment firm, in Xilio Therapeutics. Such filings are common for institutional investors accumulating stakes in public companies, particularly in the biotechnology sector where long-term investment in promising therapeutic pipelines is typical. The nature of the investment via pre-funded warrants suggests a prior financing event.

Stakeholder Impact

• Shareholders: The exercise of pre-funded warrants will increase the number of outstanding shares, potentially diluting existing shareholders if not already accounted for in market pricing. It also signals a significant institutional investor's continued stake in the company.

Next Steps

• Pre-funded warrants held by Frazier Life Sciences funds are exercisable within 60 days of June 5, 2025, which will result in the conversion of these warrants into common stock of Xilio Therapeutics, Inc.

Key Dates

Keywords

Xilio Therapeutics, SEC filing, Schedule 13G, Beneficial Ownership, Frazier Life Sciences, Common Stock, Pre-funded Warrants, Institutional Investor, Equity Stake, Biotechnology