Form SC 13G - Statement of acquisition of beneficial ownership by individuals
June 30 2023 - 4:15PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Praxis Precision Medicines, Inc.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of
Securities)
74006W108
(CUSIP Number)
June 21, 2023
(Date of Event
Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
¨
x
¨ |
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d) |
*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).
CUSIP No. 74006W108 | Page 2
of 17 |
1. |
Names of Reporting Persons
Venrock Healthcare Capital Partners III, L.P. |
2. |
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) x (1)
(b) ¨ |
3. |
SEC
Use Only
|
4. |
Citizenship or Place of Organization
Delaware |
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With |
5. |
Sole Voting Power
0 |
6. |
Shared Voting Power
12,354,410 (2) |
7. |
Sole Dispositive Power
0 |
8. |
Shared Dispositive Power
12,354,410 (2) |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
12,354,410 (2) |
10. |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
|
11. |
Percent of Class Represented by Amount in Row (9)
9.11% (3) |
12. |
Type of Reporting Person (See Instructions)
PN |
| (1) | Venrock Healthcare Capital Partners III,
L.P., VHCP Co-Investment Holdings III, LLC, Venrock Healthcare Capital Partners EG, L.P.,
VHCP Management III, LLC, VHCP Management EG, LLC, Nimish Shah and Bong Koh are members of
a group for the purposes of this Schedule 13G. |
| (2) | Consists of (i) 1,394,530 shares and
1,853,445 shares issuable upon the exercise of immediately exercisable warrants (“Warrants”)
held by Venrock Healthcare Capital Partners III, L.P.; (ii) 139,505 shares and 185,415
shares issuable upon the exercise of Warrants held by VHCP Co-Investment Holdings III, LLC;
and (iii) 3,770,375 shares and 5,011,140 shares issuable upon the exercise of Warrants
held by Venrock Healthcare Capital Partners EG, L.P. |
| (3) | This percentage is calculated based upon
the sum of (i) 128,538,030 shares of Common Stock outstanding as of June 21, 2023
upon the closing of the Issuer’s public offering, as reported in the prospectus supplement
dated June 15, 2023 filed by the Issuer with the Securities and Exchange Commission
on June 20, 2023 and (ii) 7,050,000 shares issuable upon the exercise of the Warrants
described in Footnote 2 above. |
CUSIP No. 74006W108 | Page 3
of 17 |
1. |
Names of Reporting Persons
VHCP Co-Investment Holdings III, LLC |
2. |
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a) x (1)
(b) ¨ |
3. |
SEC Use Only
|
4. |
Citizenship or Place of Organization
Delaware |
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With |
5. |
Sole Voting Power
0 |
6. |
Shared Voting Power
12,354,410 (2) |
7. |
Sole Dispositive Power
0 |
8. |
Shared Dispositive Power
12,354,410 (2) |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
12,354,410 (2) |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions) ¨
|
11. |
Percent of Class Represented by Amount in Row (9)
9.11% (3) |
12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | Venrock Healthcare Capital Partners III,
L.P., VHCP Co-Investment Holdings III, LLC, Venrock Healthcare Capital Partners EG, L.P.,
VHCP Management III, LLC, VHCP Management EG, LLC, Nimish Shah and Bong Koh are members of
a group for the purposes of this Schedule 13G. |
| (2) | Consists of (i) 1,394,530 shares and
1,853,445 shares issuable upon the exercise of immediately exercisable Warrants held by Venrock
Healthcare Capital Partners III, L.P.; (ii) 139,505 shares and 185,415 shares issuable
upon the exercise of Warrants held by VHCP Co-Investment Holdings III, LLC; and (iii) 3,770,375
shares and 5,011,140 shares issuable upon the exercise of Warrants held by Venrock Healthcare
Capital Partners EG, L.P. |
| (3) | This percentage is calculated based upon
the sum of (i) 128,538,030 shares of Common Stock outstanding as of June 21, 2023
upon the closing of the Issuer’s public offering, as reported in the prospectus supplement
dated June 15, 2023 filed by the Issuer with the Securities and Exchange Commission
on June 20, 2023 and (ii) 7,050,000 shares issuable upon the exercise of the Warrants
described in Footnote 2 above. |
CUSIP No. 74006W108 | Page 4
of 17 |
1. |
Names of Reporting Persons
Venrock Healthcare Capital Partners EG, L.P. |
2. |
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a) x (1)
(b) ¨ |
3. |
SEC Use Only
|
4. |
Citizenship or Place of Organization
Delaware |
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With |
5. |
Sole Voting Power
0 |
6. |
Shared Voting Power
12,354,410 (2) |
7. |
Sole Dispositive Power
0 |
8. |
Shared Dispositive Power
12,354,410 (2) |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
12,354,410 (2) |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions) ¨
|
11. |
Percent of Class Represented by Amount in Row (9)
9.11% (3) |
12. |
Type of Reporting Person (See Instructions)
PN |
| (1) | Venrock Healthcare Capital Partners III,
L.P., VHCP Co-Investment Holdings III, LLC, Venrock Healthcare Capital Partners EG, L.P.,
VHCP Management III, LLC, VHCP Management EG, LLC, Nimish Shah and Bong Koh are members of
a group for the purposes of this Schedule 13G. |
| (2) | Consists of (i) 1,394,530 shares and
1,853,445 shares issuable upon the exercise of immediately exercisable Warrants held by Venrock
Healthcare Capital Partners III, L.P.; (ii) 139,505 shares and 185,415 shares issuable
upon the exercise of Warrants held by VHCP Co-Investment Holdings III, LLC; and (iii) 3,770,375
shares and 5,011,140 shares issuable upon the exercise of Warrants held by Venrock Healthcare
Capital Partners EG, L.P. |
| (3) | This percentage is calculated based upon
the sum of (i) 128,538,030 shares of Common Stock outstanding as of June 21, 2023
upon the closing of the Issuer’s public offering, as reported in the prospectus supplement
dated June 15, 2023 filed by the Issuer with the Securities and Exchange Commission
on June 20, 2023 and (ii) 7,050,000 shares issuable upon the exercise of the Warrants
described in Footnote 2 above. |
CUSIP No. 74006W108 | Page 5
of 17 |
1. |
Names of Reporting Persons
VHCP Management III, LLC |
2. |
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a) x (1)
(b) ¨ |
3. |
SEC Use Only
|
4. |
Citizenship or Place of Organization
Delaware |
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With |
5. |
Sole Voting Power
0 |
6. |
Shared Voting Power
12,354,410 (2) |
7. |
Sole Dispositive Power
0 |
8. |
Shared Dispositive Power
12,354,410 (2) |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
12,354,410 (2) |
10. |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
|
11. |
Percent of Class Represented by Amount in Row (9)
9.11% (3) |
12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | Venrock Healthcare Capital Partners III,
L.P., VHCP Co-Investment Holdings III, LLC, Venrock Healthcare Capital Partners EG, L.P.,
VHCP Management III, LLC, VHCP Management EG, LLC, Nimish Shah and Bong Koh are members of
a group for the purposes of this Schedule 13G. |
| (2) | Consists of (i) 1,394,530 shares and
1,853,445 shares issuable upon the exercise of immediately exercisable Warrants held by Venrock
Healthcare Capital Partners III, L.P.; (ii) 139,505 shares and 185,415 shares issuable
upon the exercise of Warrants held by VHCP Co-Investment Holdings III, LLC; and (iii) 3,770,375
shares and 5,011,140 shares issuable upon the exercise of Warrants held by Venrock Healthcare
Capital Partners EG, L.P. |
| (3) | This percentage is calculated based upon
the sum of (i) 128,538,030 shares of Common Stock outstanding as of June 21, 2023
upon the closing of the Issuer’s public offering, as reported in the prospectus supplement
dated June 15, 2023 filed by the Issuer with the Securities and Exchange Commission
on June 20, 2023 and (ii) 7,050,000 shares issuable upon the exercise of the Warrants
described in Footnote 2 above. |
CUSIP No. 74006W108 | Page 6
of 17 |
1. |
Names of Reporting Persons
VHCP Management EG, LLC |
2. |
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a) x (1)
(b) ¨ |
3. |
SEC
Use Only
|
4. |
Citizenship or Place of Organization
Delaware |
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With |
5. |
Sole Voting Power
0 |
6. |
Shared Voting Power
12,354,410 (2) |
7. |
Sole Dispositive Power
0 |
8. |
Shared Dispositive Power
12,354,410 (2) |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
12,354,410 (2) |
10. |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
|
11. |
Percent of Class Represented by Amount in Row (9)
9.11% (3) |
12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | Venrock Healthcare Capital Partners III,
L.P., VHCP Co-Investment Holdings III, LLC, Venrock Healthcare Capital Partners EG, L.P.,
VHCP Management III, LLC, VHCP Management EG, LLC, Nimish Shah and Bong Koh are members of
a group for the purposes of this Schedule 13G. |
| (2) | Consists of (i) 1,394,530 shares and
1,853,445 shares issuable upon the exercise of immediately exercisable Warrants held by Venrock
Healthcare Capital Partners III, L.P.; (ii) 139,505 shares and 185,415 shares issuable
upon the exercise of Warrants held by VHCP Co-Investment Holdings III, LLC; and (iii) 3,770,375
shares and 5,011,140 shares issuable upon the exercise of Warrants held by Venrock Healthcare
Capital Partners EG, L.P. |
| (3) | This percentage is calculated based upon
the sum of (i) 128,538,030 shares of Common Stock outstanding as of June 21, 2023
upon the closing of the Issuer’s public offering, as reported in the prospectus supplement
dated June 15, 2023 filed by the Issuer with the Securities and Exchange Commission
on June 20, 2023 and (ii) 7,050,000 shares issuable upon the exercise of the Warrants
described in Footnote 2 above. |
CUSIP No. 74006W108 | Page 7
of 17 |
1. |
Names of Reporting Persons
Shah, Nimish |
2. |
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a) x (1)
(b) ¨ |
3. |
SEC Use Only
|
4. |
Citizenship or Place of Organization
United States |
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With |
5. |
Sole Voting Power
0 |
6. |
Shared Voting Power
12,354,410 (2) |
7. |
Sole Dispositive Power
0 |
8. |
Shared Dispositive Power
12,354,410 (2) |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
12,354,410 (2) |
10. |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
|
11. |
Percent of Class Represented by Amount in Row (9)
9.11% (3) |
12. |
Type of Reporting Person (See Instructions)
IN |
| (1) | Venrock Healthcare Capital Partners III,
L.P., VHCP Co-Investment Holdings III, LLC, Venrock Healthcare Capital Partners EG, L.P.,
VHCP Management III, LLC, VHCP Management EG, LLC, Nimish Shah and Bong Koh are members of
a group for the purposes of this Schedule 13G. |
| (2) | Consists of (i) 1,394,530 shares and
1,853,445 shares issuable upon the exercise of immediately exercisable Warrants held by Venrock
Healthcare Capital Partners III, L.P.; (ii) 139,505 shares and 185,415 shares issuable
upon the exercise of Warrants held by VHCP Co-Investment Holdings III, LLC; and (iii) 3,770,375
shares and 5,011,140 shares issuable upon the exercise of Warrants held by Venrock Healthcare
Capital Partners EG, L.P. |
| (3) | This percentage is calculated based upon
the sum of (i) 128,538,030 shares of Common Stock outstanding as of June 21, 2023
upon the closing of the Issuer’s public offering, as reported in the prospectus supplement
dated June 15, 2023 filed by the Issuer with the Securities and Exchange Commission
on June 20, 2023 and (ii) 7,050,000 shares issuable upon the exercise of the Warrants
described in Footnote 2 above. |
CUSIP No. 74006W108 | Page 8
of 17 |
1. |
Names
of Reporting Persons
Koh, Bong |
2. |
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a) x (1)
(b) ¨ |
3. |
SEC
Use Only
|
4. |
Citizenship
or Place of Organization
United States |
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With |
5. |
Sole Voting Power
0 |
6. |
Shared Voting Power
12,354,410 (2) |
7. |
Sole Dispositive Power
0 |
8. |
Shared Dispositive Power
12,354,410 (2) |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
12,354,410 (2) |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions) ¨
|
11. |
Percent of Class Represented by Amount in Row (9)
9.11% (3) |
12. |
Type of Reporting Person (See Instructions)
IN |
| (1) | Venrock Healthcare Capital Partners III,
L.P., VHCP Co-Investment Holdings III, LLC, Venrock Healthcare Capital Partners EG, L.P.,
VHCP Management III, LLC, VHCP Management EG, LLC, Nimish Shah and Bong Koh are members of
a group for the purposes of this Schedule 13G. |
| (2) | Consists of (i) 1,394,530 shares and
1,853,445 shares issuable upon the exercise of immediately exercisable Warrants held by Venrock
Healthcare Capital Partners III, L.P.; (ii) 139,505 shares and 185,415 shares issuable
upon the exercise of Warrants held by VHCP Co-Investment Holdings III, LLC; and (iii) 3,770,375
shares and 5,011,140 shares issuable upon the exercise of Warrants held by Venrock Healthcare
Capital Partners EG, L.P. |
| (3) | This percentage is calculated based upon
the sum of (i) 128,538,030 shares of Common Stock outstanding as of June 21, 2023
upon the closing of the Issuer’s public offering, as reported in the prospectus supplement
dated June 15, 2023 filed by the Issuer with the Securities and Exchange Commission
on June 20, 2023 and (ii) 7,050,000 shares issuable upon the exercise of the Warrants
described in Footnote 2 above. |
CUSIP No. 74006W108 | Page 9
of 17 |
Item 1. |
|
(a) |
Name of Issuer
Praxis Precision Medicines, Inc. |
|
|
(b) |
Address of Issuer’s Principal Executive Offices
99 High Street, 30th Floor, Boston, MA 02110 |
|
Item 2. |
|
(a) |
Name of Person Filing
Venrock Healthcare Capital Partners III, L.P.
VHCP Co-Investment Holdings III, LLC
Venrock Healthcare Capital Partners EG, L.P.
VHCP Management III, LLC
VHCP Management EG, LLC
Nimish Shah
Bong Koh |
|
(b) |
Address of Principal Business Office or, if none, Residence |
|
|
|
|
|
New York Office: |
Palo Alto Office: |
|
|
|
|
|
|
7 Bryant Park |
3340 Hillview Avenue |
|
|
23rd Floor |
Palo Alto, CA 94304 |
|
|
New York, NY 10018 |
|
|
(c) |
Citizenship
All of the Venrock Entities were organized
in Delaware. The individuals are both United States citizens. |
|
|
(d) |
Title of Class of Securities
Common Stock, par value $0.0001 per share |
|
|
(e) |
CUSIP Number
74006W108 |
|
Item 3. |
If this statement is filed pursuant to §§240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a: |
|
|
|
Not applicable |
CUSIP No. 74006W108 | Page 10
of 17 |
Item 4. |
Ownership |
|
|
|
|
|
(a) |
Amount beneficially owned: |
|
|
|
|
|
|
|
Venrock Healthcare Capital Partners III, L.P. |
12,354,410 (1) |
|
|
|
VHCP Co-Investment Holdings III, LLC |
12,354,410 (1) |
|
|
|
Venrock Healthcare Capital Partners EG, L.P. |
12,354,410 (1) |
|
|
|
VHCP Management III, LLC |
12,354,410 (1) |
|
|
|
VHCP Management EG, LLC |
12,354,410 (1) |
|
|
|
Nimish Shah |
12,354,410 (1) |
|
|
|
Bong Koh |
12,354,410 (1) |
|
|
|
|
(b) |
Percent of class: |
|
|
|
|
|
|
|
Venrock Healthcare Capital Partners III, L.P. |
9.11% (2) |
|
|
|
VHCP Co-Investment Holdings III, LLC |
9.11% (2) |
|
|
|
Venrock Healthcare Capital Partners EG, L.P. |
9.11% (2) |
|
|
|
VHCP Management III, LLC |
9.11% (2) |
|
|
|
VHCP Management EG, LLC |
9.11% (2) |
|
|
|
Nimish Shah |
9.11% (2) |
|
|
|
Bong Koh |
9.11% (2) |
|
|
|
|
(c) |
Number of shares as to which the person has: |
|
|
|
|
|
|
|
(i) Sole power to vote or to direct the vote: |
|
|
|
|
|
|
|
Venrock Healthcare Capital Partners III, L.P. |
0 |
|
|
|
VHCP Co-Investment Holdings III, LLC |
0 |
|
|
|
Venrock Healthcare Capital Partners EG, L.P. |
0 |
|
|
|
VHCP Management III, LLC |
0 |
|
|
|
VHCP Management EG, LLC |
0 |
|
|
|
Nimish Shah |
0 |
|
|
|
Bong Koh |
0 |
|
|
|
|
|
(ii) Shared power to vote or to direct the vote: |
|
|
|
|
|
|
|
Venrock Healthcare Capital Partners III, L.P. |
12,354,410 (1) |
|
|
|
VHCP Co-Investment Holdings III, LLC |
12,354,410 (1) |
|
|
|
Venrock Healthcare Capital Partners EG, L.P. |
12,354,410 (1) |
|
|
|
VHCP Management III, LLC |
12,354,410 (1) |
|
|
|
VHCP Management EG, LLC |
12,354,410 (1) |
|
|
|
Nimish Shah |
12,354,410 (1) |
|
|
|
Bong Koh |
12,354,410 (1) |
|
CUSIP No. 74006W108 | Page 11
of 17 |
|
|
(iii) Sole power to dispose or to direct the disposition of: |
|
|
|
|
|
|
|
Venrock Healthcare Capital Partners III, L.P. |
0 |
|
|
|
VHCP Co-Investment Holdings III, LLC |
0 |
|
|
|
Venrock Healthcare Capital Partners EG, L.P. |
0 |
|
|
|
VHCP Management III, LLC |
0 |
|
|
|
VHCP Management EG, LLC |
0 |
|
|
|
Nimish Shah |
0 |
|
|
|
Bong Koh |
0 |
|
|
|
|
|
(iv) Shared power to dispose or to direct the disposition of: |
|
|
|
|
|
|
|
Venrock Healthcare Capital Partners III, L.P. |
12,354,410 (1) |
|
|
|
VHCP Co-Investment Holdings III, LLC |
12,354,410 (1) |
|
|
|
Venrock Healthcare Capital Partners EG, L.P. |
12,354,410 (1) |
|
|
|
VHCP Management III, LLC |
12,354,410 (1) |
|
|
|
VHCP Management EG, LLC |
12,354,410 (1) |
|
|
|
Nimish Shah |
12,354,410 (1) |
|
|
|
Bong Koh |
12,354,410 (1) |
|
| (1) | Consists of (i) 1,394,530 shares
and 1,853,445 shares issuable upon the exercise of immediately exercisable Warrants held
by Venrock Healthcare Capital Partners III, L.P.; (ii) 139,505 shares and 185,415 shares
issuable upon the exercise of Warrants held by VHCP Co-Investment Holdings III, LLC; and
(iii) 3,770,375 shares and 5,011,140 shares issuable upon the exercise of Warrants held
by Venrock Healthcare Capital Partners EG, L.P. VHCP Management III, LLC is the general partner
of Venrock Healthcare Capital Partners III, L.P. and the manager of VHCP Co-Investment Holdings
III, LLC. VHCP Management EG, LLC is the general partner of Venrock Healthcare Capital Partners
EG, L.P. Messrs. Shah and Koh are the voting members of VHCP Management III, LLC and
VHCP Management EG, LLC. |
| | |
| (2) | This percentage is calculated based upon the sum of (i) 128,538,030 shares
of Common Stock outstanding as of June 21, 2023 upon the closing of the Issuer’s public offering,
as reported in the prospectus supplement dated June 15, 2023 filed by the Issuer with the Securities
and Exchange Commission on June 20, 2023 and (ii) 7,050,000 shares issuable upon the exercise of
the Warrants described in Footnote 1 above. |
Item 5. |
Ownership of Five Percent or Less of a Class |
|
|
|
If this statement is being filed to report the fact that as of the date hereof the reporting person
has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ¨ |
|
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
or Control Person |
|
|
|
Not applicable |
CUSIP No. 74006W108 | Page 12
of 17 |
Item 8. |
Identification and Classification of Members of the Group |
|
|
|
Not applicable |
|
Item 9. |
Notice of Dissolution of Group |
|
|
|
Not applicable |
|
Item 10. |
Certification |
|
By signing below I certify that, to the best of my knowledge and belief, the securities referred
to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer
of the securities and were not acquired and are not held in connection with or as a participant in any transaction having such purpose
or effect. |
CUSIP No. 74006W108 | Page 13
of 17 |
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.
Dated: June 30, 2023
Venrock Healthcare Capital Partners III, L.P. |
|
Venrock Healthcare Capital Partners EG, L.P. |
|
|
|
By: |
VHCP Management III, LLC |
|
By: |
VHCP Management EG, LLC |
Its: |
General Partner |
|
Its: |
General Partner |
|
|
|
|
|
By: |
/s/ Sherman G. Souther |
|
By: |
/s/ Sherman G. Souther |
|
Name: Sherman G. Souther |
|
|
Name: Sherman G. Souther |
|
Its: Authorized Signatory |
|
|
Its: Authorized Signatory |
|
|
|
|
|
VHCP Co-Investment Holdings III, LLC |
|
|
|
|
|
|
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By: |
VHCP Management III, LLC |
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Its: |
Manager |
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By: |
/s/ Sherman G. Souther |
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Name: Sherman G. Souther |
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Its: Authorized Signatory |
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VHCP Management III, LLC |
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VHCP Management EG, LLC |
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By: |
/s/ Sherman G. Souther |
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By: |
/s/ Sherman G. Souther |
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Name: Sherman G. Souther |
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Name: Sherman G. Souther |
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Its: Authorized Signatory |
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Its: Authorized Signatory |
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Nimish Shah |
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/s/ Sherman G. Souther |
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Sherman G. Souther, Attorney-in-fact |
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Bong Koh |
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/s/ Sherman G. Souther |
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Sherman G. Souther, Attorney-in-fact |
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CUSIP No. 74006W108 | Page 14
of 17 |
EXHIBITS
A: |
Joint Filing Agreement |
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B: |
Power of Attorney for Nimish
Shah |
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C: |
Power of Attorney for Bong Koh |
CUSIP No. 74006W108 | Page 15
of 17 |
EXHIBIT A
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) under
the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on
Schedule 13G (including amendments thereto) with respect to the Common Stock of Praxis Precision Medicines, Inc. and further agree
that this agreement be included as an exhibit to such filing. Each party to the agreement expressly authorizes each other party to file
on its behalf any and all amendments to such statement. Each party to this agreement agrees that this joint filing agreement may be signed
in counterparts.
In evidence whereof, the undersigned have caused
this Agreement to be executed on their behalf this 30th day of June, 2023.
Venrock Healthcare Capital Partners III, L.P. |
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Venrock Healthcare Capital Partners EG, L.P. |
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By: |
VHCP Management III, LLC |
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By: |
VHCP Management EG, LLC |
Its: |
General Partner |
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Its: |
General Partner |
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By: |
/s/ Sherman G. Souther |
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By: |
/s/ Sherman G. Souther |
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Name: Sherman G. Souther |
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Name: Sherman G. Souther |
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Its: Authorized Signatory |
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Its: Authorized Signatory |
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VHCP Co-Investment Holdings III, LLC |
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By: |
VHCP Management III, LLC |
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Its: |
Manager |
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By: |
/s/ Sherman G. Souther |
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Name: Sherman G. Souther |
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Its: Authorized Signatory |
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VHCP Management III, LLC |
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VHCP Management EG, LLC |
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By: |
/s/ Sherman G. Souther |
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By: |
/s/ Sherman G. Souther |
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Name: Sherman G. Souther |
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Name: Sherman G. Souther |
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Its: Authorized Signatory |
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Its: Authorized Signatory |
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Nimish Shah |
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/s/ Sherman G. Souther |
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Sherman G. Souther, Attorney-in-fact |
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Bong Koh |
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/s/ Sherman G. Souther |
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Sherman G. Souther, Attorney-in-fact |
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CUSIP No. 74006W108 | Page 16
of 17 |
EXHIBIT B
POWER OF ATTORNEY FOR NIMISH SHAH
KNOW ALL BY THESE PRESENTS, that the undersigned
hereby constitutes and appoints each of David L. Stepp, Sherman G. Souther and Lisa D. Harris signing individually, the undersigned’s
true and lawful attorney-in fact and agent to:
| (i) | prepare execute and file, for and on
behalf of the undersigned, any and all documents and filings that are required or advisable
to be made with the United States Securities and Exchange Commission, any stock exchange
or similar authority, under the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), and the rules and regulations promulgated thereunder, including without
limitation (a) any Joint Filing Agreement under Rule 13d-1(k) of the Exchange
Act (or any successor provision thereunder), Schedule 13D and Schedule 13G (or any successor
schedules or forms adopted under the Exchange Act ) and any amendments thereto in accordance
with Section 13 of the Exchange Act and the rules thereunder, and (b) Forms
3, 4 and 5 and any amendments thereto in accordance with Section 16(a) of the Exchange
Act and the rules thereunder; and |
| (ii) | take any other action of any nature
whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact,
may be of benefit, in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the undersigned
pursuant to this Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion. |
The undersigned hereby grants to such attorney-in-fact
full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise
of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally
present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s
substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of undersigned,
is not assuming, nor is Venrock assuming, any of the undersigned’s responsibilities to comply with the Exchange Act, including
without limitation Sections 13 and 16 of the Exchange Act.
This power of Attorney shall remain in full force
and effect until the earliest to occur of (a) the undersigned is no longer required to file any form or document with respect to
the undersigned’s holdings of and transactions in securities issued by a company, (b) revocation by the undersigned in a signed
writing delivered to the foregoing attorney-in-fact, or (c) until such attorney-in-fact shall no longer be employed by VR Management,
LLC (or its successor).
IN WITNESS WHEREOF, the undersigned has caused
this Power of Attorney to be executed as of this 30th day of June, 2023.
CUSIP No. 74006W108 | Page 17
of 17 |
EXHIBIT C
POWER OF ATTORNEY FOR BONG KOH
KNOW ALL BY THESE PRESENTS, that the undersigned
hereby constitutes and appoints each of David L. Stepp, Sherman G. Souther and Lisa D. Harris signing individually, the undersigned’s
true and lawful attorney-in fact and agent to:
| (i) | prepare execute and file, for and on
behalf of the undersigned, any and all documents and filings that are required or advisable
to be made with the United States Securities and Exchange Commission, any stock exchange
or similar authority, under the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), and the rules and regulations promulgated thereunder, including without
limitation (a) any Joint Filing Agreement under Rule 13d-1(k) of the Exchange
Act (or any successor provision thereunder), Schedule 13D and Schedule 13G (or any successor
schedules or forms adopted under the Exchange Act ) and any amendments thereto in accordance
with Section 13 of the Exchange Act and the rules thereunder, and (b) Forms
3, 4 and 5 and any amendments thereto in accordance with Section 16(a) of the Exchange
Act and the rules thereunder; and |
| (ii) | take any other action of any nature
whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact,
may be of benefit, in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the undersigned
pursuant to this Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion. |
The undersigned hereby grants to such attorney-in-fact
full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise
of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally
present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s
substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of undersigned,
is not assuming, nor is Venrock assuming, any of the undersigned’s responsibilities to comply with the Exchange Act, including
without limitation Sections 13 and 16 of the Exchange Act.
This power of Attorney shall remain in full force
and effect until the earliest to occur of (a) the undersigned is no longer required to file any form or document with respect to
the undersigned’s holdings of and transactions in securities issued by a company, (b) revocation by the undersigned in a signed
writing delivered to the foregoing attorney-in-fact, or (c) until such attorney-in-fact shall no longer be employed by VR Management,
LLC (or its successor).
IN WITNESS WHEREOF, the undersigned has caused
this Power of Attorney to be executed as of this 30th day of June, 2023.
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