Amendment: SEC Form SC 13G/A filed by GRAIL Inc.

1	NAMES OF REPORTING PERSONS
	CRCM LLC I.R.S. Identification Nos. of above persons (entities only)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐ **The reporting persons making this filing hold an aggregate of 3,496,026 shares of Common Stock, which is 11.26% of the class of securities.
	(b)☑ **The reporting person on this cover page, however, may be deemed a beneficial owner only of the securities reported by it on this cover page.
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
			3,496,026
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			3,496,026
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	3,496,026
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	11.26%*
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

*	The denominator for this calculation is based on 31,049,148 shares of Common Stock outstanding as of August 11, 2024, as reported in the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on August 13, 2024.

Item 1.

(a) Name of Issuer:  GRAIL, Inc. (the “Company”)

(b) Address of Issuer’s Principal Executive Offices: 1525 O’Brien Drive, Menlo Park, CA 94025.

Item 2.

(a) Name of Person Filing:

This statement is jointly filed by the entities and persons listed below, all of whom together are referred to herein as the “Reporting Persons.”

(i)	CRCM Opportunity Fund III, LP, a Cayman Islands exempted limited partnership (“CRCM Opportunity III”);

(ii)	CRCM Opportunity Fund IV, LP, a Cayman Islands exempted limited partnership (“CRCM Opportunity IV”);

(v)

CRCM LP, a Delaware limited partnership and the investment manager (“Investment Manager”) of CRCM Opportunity III, CRCM Opportunity IV, CRCM G SPV, LP and CRCM Master Fund (collectively, the “CRCM Funds”) and separately managed account clients (the “Managed Accounts”);

(vii)

CRCM Opportunity GP III LLC, a Delaware limited liability company (“Opp III GP”) and the general partner of CRCM Opportunity III;

(viii)

CRCM Opportunity GP IV LLC, a Delaware limited liability company (“Opp IV GP”) and the general partner of CRCM Opportunity IV; and

(b) Address of Principal Business Office or, if none, Residence:

(c) Citizenship:

The citizenship of each Reporting Person is set forth above.

(d) Title and Class of Securities:  Common Stock, $0.001 par value (“Common Stock”).

(e) CUSIP Number:  384747101

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:
 

Item 4.  Ownership.

The information required by Items 4(a) - (c) is set forth in Rows 5 through 11 of the cover page for each Reporting Person is incorporated herein by reference for each such Reporting Person.

 

The shares of Common Stock reported hereby for the CRCM Funds are owned directly by the applicable fund.  The Investment Manager, as investment manager of the CRCM Funds and the Managed Accounts, may be deemed to be the beneficial owner of all such shares owned by the CRCM Funds and the Managed Accounts.  The General Partner, as general partner of the Investment Manager, may be deemed to be the beneficial owner of all of such shares owned by the CRCM Funds and the Managed Accounts. Opp III GP and Opp IV GP, as the general partner of CRCM Opportunity III and CRCM Opportunity IV, respectfully, may be deemed to be the beneficial owner of all of the shares owned by the fund for which they serve as general partner. Mr. Ding, as managing partner of the Investment Manager, and manager of the General Partner with the power to exercise investment discretion, may be deemed to be the beneficial owner of all such shares owned by the CRCM Funds and the Managed Accounts.  Each of the Investment Manager, the General Partner, Opp III GP, Opp IV GP, and Mr. Ding hereby disclaims any beneficial ownership of any such shares.

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 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 that purpose or effect.