13G
CUSIP No. 75340L104
Explanatory Note
This Amendment No. 1 (Amendment No. 1) amends and supplements the Schedule 13G initially filed with the Commission on February 15,
2022 (the Original Schedule 13G) and is being filed by Longitude Capital Partners II, LLC (LCPII), Longitude Venture Partners II, L.P. (LVPII), Longitude Prime Partners, LLC (LPP) and Longitude Prime
Fund, L.P. (LPF and together with LCPII, LVPII and LPP, the Reporting Entities) and Patrick G. Enright and Juliet Tammenoms Bakker (together, the Reporting Individuals). The Reporting Entities and the Reporting
Individuals are collectively referred to as the Reporting Persons. The agreement among the Reporting Persons to file jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Act is
filed as Exhibit 1 to the Original Schedule 13G. David Hirsch, a reporting person on the Original Schedule 13D, is no longer a managing director of entities affiliated with LCPII, and accordingly, is not deemed to share voting, investment and
dispositive power with respect to the securities held by the Reporting Entities. As such, David Hirsch is no longer a reporting person on this Amendment No. 1. The Original Schedule 13D is hereby amended to delete all references to David
Hirsch. Only those items that are hereby reported are amended; all other items reported in the Original Schedule 13G remain unchanged. Information given in response to each item shall be deemed incorporated by reference in all other items, as
applicable. Capitalized terms not defined in this Amendment No. 1 have the meanings ascribed to them in the Original Schedule 13G.
(a) Amount beneficially owned:
See Row 9 of
the cover page for each Reporting Person.
LVPII is the record owner of 3,407,952 shares of Class A Common Stock and 631,893 Class A Common
Stock Warrants (collectively, the LVPII Shares). As general partner of LVPII, LCPII may be deemed to beneficially own the LVPII Shares. Patrick G. Enright and Juliet Tammenoms Bakker are the managing members of LCPII and may be deemed to
share voting, investment and dispositive power with respect to the LVPII Shares. LPF is the record owner of 150,000 shares of Class A Common Stock (the LPF Shares). As general partner of LPF, LPP may be deemed to beneficially own
the LPF Shares. Patrick G. Enright and Juliet Tammenoms Bakker are the managing members of LPP and may be deemed to share voting, investment and dispositive power with respect to the LPF Shares.
(b) Percent of class:
See Row 11 of the cover
page for each Reporting Person and the corresponding footnotes.*
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote
See Row 5 of the cover page for each Reporting Person and the corresponding footnotes.*
(ii) Shared power to vote or to direct the vote
See Row 6 of the cover page for each Reporting Person and the corresponding footnotes.*
(iii) Sole power to dispose or to direct the disposition of
See Row 7 of the cover page for each Reporting Person and the corresponding footnotes.*
(iv) Shared power to dispose or to direct the disposition of
See Row 8 of the cover page for each Reporting Person and the corresponding footnotes.*
* |
Except to the extent of his, her or its pecuniary interest therein, each Reporting Person disclaims beneficial
ownership of such shares of Class A Common Stock, except for the shares, if any, such Reporting Person holds of record. |