Form SC 13G/A - Statement of Beneficial Ownership by Certain Investors: [Amend]
October 29 2024 - 8:28PM
Edgar (US Regulatory)
United States
Securities and Exchange Commission
Washington, D.C. 20549
Schedule 13G
(Rule 13d-102)
Information to be Included in Statements Filed Pursuant
to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed
Pursuant to § 240.13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)*
Erasca, Inc.
(Name of Issuer)
Common Stock
(Title of
Class of Securities)
29479A108
(CUSIP Number)
September 30, 2024
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to
designate the rule pursuant to which this Schedule is filed:
| * |
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form
with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities
Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
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| CUSIP No. 29479A108 |
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Schedule 13G |
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Page 1 of 8 |
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| 1 |
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Names of Reporting Persons
City Hill, LLC |
| 2 |
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Check the Appropriate Box if a
Member of a Group (a) ☐ (b) ☐
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| 3 |
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SEC Use Only
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| 4 |
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Citizenship or Place of
Organization
Delaware |
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| Number of
Shares
Beneficially
Owned by Each
Reporting Person
With |
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5 |
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Sole Voting Power
0 |
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6 |
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Shared Voting Power
12,899,360 |
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7 |
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Sole Dispositive Power
0 |
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8 |
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Shared Dispositive Power
12,899,360 |
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| 9 |
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Aggregate Amount Beneficially Owned by Each Reporting Person
12,899,360 |
| 10 |
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Check if the Aggregate Amount
in Row (9) Excludes Certain Shares Not Applicable |
| 11 |
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Percent of Class Represented by
Amount in Row 9 4.6% |
| 12 |
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Type of Reporting Person
OO |
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| CUSIP No. 29479A108 |
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Schedule 13G |
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Page 2 of 8 |
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| 1 |
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Names of Reporting Persons
Jonathan E. Lim |
| 2 |
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Check the Appropriate Box if a
Member of a Group (a) ☐ (b) ☐
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| 3 |
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SEC Use Only
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| 4 |
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Citizenship or Place of
Organization
Canada |
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| Number of
Shares
Beneficially
Owned by Each
Reporting Person
With |
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5 |
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Sole Voting Power
1,547,224 |
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6 |
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Shared Voting Power
32,355,576 |
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7 |
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Sole Dispositive Power
1,547,224 |
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8 |
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Shared Dispositive Power
32,355,576 |
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| 9 |
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Aggregate Amount Beneficially Owned by Each Reporting Person
33,902,800 |
| 10 |
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Check if the Aggregate Amount
in Row (9) Excludes Certain Shares Not Applicable |
| 11 |
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Percent of Class Represented by
Amount in Row 9 11.9% |
| 12 |
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Type of Reporting Person
IN |
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| CUSIP No. 29479A108 |
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Schedule 13G |
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Page 3 of 8 |
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Names of Reporting Persons
Conyee T. Lim |
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Check the Appropriate Box if a
Member of a Group (a) ☐ (b) ☐
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SEC Use Only
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| 4 |
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Citizenship or Place of
Organization United
States |
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| Number of
Shares
Beneficially
Owned by Each
Reporting Person
With |
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5 |
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Sole Voting Power
0 |
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6 |
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Shared Voting Power
19,456,216 |
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7 |
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Sole Dispositive Power
0 |
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8 |
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Shared Dispositive Power
19,456,216 |
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| 9 |
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Aggregate Amount Beneficially Owned by Each Reporting Person
19,456,216 |
| 10 |
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Check if the Aggregate Amount
in Row (9) Excludes Certain Shares Not Applicable |
| 11 |
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Percent of Class Represented by
Amount in Row 9 6.9% |
| 12 |
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Type of Reporting Person
IN |
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| CUSIP No. 29479A108 |
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Schedule 13G |
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Page 4 of 8 |
| ITEM 1. |
(a) Name of Issuer: |
Erasca, Inc. (the “Issuer”).
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(b) |
Address of Issuer’s Principal Executive Offices: |
3115 Merryfield Row, Suite 300, San Diego, CA 92121
| ITEM 2. |
(a) Name of Person Filing: |
Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the
“Reporting Persons.” This statement is filed on behalf of:
City Hill, LLC
Jonathan E. Lim
Conyee T. Lim
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(b) |
Address or Principal Business Office: |
The principal business address of the Reporting Persons is c/o Erasca, Inc., 3115 Merryfield Row, Suite 300, San Diego, CA
92121.
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(c) |
Citizenship of each Reporting Person is: |
City Hill, LLC is organized under the laws of the State of Delaware. Jonathan E. Lim is a citizen of Canada and Conyee T. Lim
is a citizen of the United States.
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(d) |
Title of Class of Securities: |
Common stock, $0.0001 par value per share (“Common Stock”).
29479A108
Not applicable.
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| CUSIP No. 29479A108 |
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Schedule 13G |
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Page 5 of 8 |
(a-c)
The ownership information presented below represents beneficial ownership of Common Stock as of September 30, 2024, based
upon 282,504,318 shares of Common Stock outstanding as of August 5, 2024, as disclosed in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on
August 12, 2024.
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| Reporting Person |
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Amount
beneficially
owned |
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Percent
of class: |
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Sole power
to vote or
to direct
the vote: |
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Shared
power to
vote or to
direct the
vote: |
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Sole power
to dispose
or to direct
the
disposition
of: |
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Shared
power to dispose or
to direct the
disposition
of: |
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| City Hill, LLC |
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12,899,360 |
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4.6 |
% |
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0 |
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12,899,360 |
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0 |
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12,899,360 |
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| Jonathan E. Lim |
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33,902,800 |
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11.9 |
% |
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1,547,224 |
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32,355,576 |
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1,547,224 |
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32,355,576 |
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| Conyee T. Lim |
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19,456,216 |
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6.9 |
% |
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0 |
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19,456,216 |
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0 |
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19,456,216 |
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City Hill, LLC is the record holder of 12,899,360 shares of Common Stock. Jonathan E. Lim is
the Managing Partner of City Hill, LLC and as a result may be deemed to share beneficial ownership of the shares of Common Stock held of record by City Hill, LLC. Jonathan E. Lim may be deemed to beneficially own 1,547,224 shares of Common Stock
underlying stock options exercisable on or within 60 days of September 30, 2024.
In addition, Jonathan E. Lim and
Conyee T. Lim serve as co-trustees of a family trust that is the record holder of 19,456,216 shares of Common Stock. As a result, each of Jonathan E. Lim and Conyee T. Lim may be deemed to share beneficial
ownership of the shares of Common Stock held of record by such trust.
| ITEM 5. |
Ownership of Five Percent or Less of a Class. |
Not applicable.
| ITEM 6. |
Ownership of More than Five Percent on Behalf of Another Person. |
Not applicable.
| ITEM 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the
Parent Holding Company. |
Not applicable.
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| CUSIP No. 29479A108 |
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Schedule 13G |
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Page 6 of 8 |
| ITEM 8. |
Identification and Classification of Members of the Group. |
Not applicable.
| ITEM 9. |
Notice of Dissolution of Group. |
Not applicable.
Not applicable.
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| CUSIP No. 29479A108 |
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Schedule 13G |
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Page 7 of 8 |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true,
complete and correct.
Date: October 29, 2024
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| City Hill, LLC |
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| By: |
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/s/ Jonathan E. Lim, M.D. |
| Name: |
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Jonathan E. Lim, M.D. |
| Title: |
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Managing Partner |
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| Jonathan E. Lim |
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| /s/ Jonathan E. Lim, M.D. |
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| Conyee T. Lim |
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| /s/ Conyee T. Lim, M.D. |
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| CUSIP No. 29479A108 |
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Schedule 13G |
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Page 8 of 8 |
LIST OF EXHIBITS
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| Exhibit No. |
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Description |
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| 99 |
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Joint Filing Agreement (previously filed). |
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