SEC Form 3 filed by new insider Im Ellie Eunkyung
FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 06/13/2025 |
3. Issuer Name and Ticker or Trading Symbol
CRESCENT BIOPHARMA, INC. [ CBIO ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Stock Option (Right to Buy) | (1)(2)(3) | 04/01/2035 | Ordinary Shares | 257,822 | $9.56 | D |
Explanation of Responses: |
1. Effective as of June 13, 2025 (the "Effective Time"), (i) a wholly-owned subsidiary of GlycoMimetics, Inc. ("GlycoMimetics") merged with and into Crescent Biopharma, Inc. ("Pre-Merger Crescent") with Pre-Merger Crescent continuing as a wholly owned subsidiary of GlycoMimetics and the surviving corporation of the merger (the "First Merger"), (ii) immediately thereafter, Pre-Merger Crescent merged with and into a second wholly-owned subsidiary of GlycoMimetics ("Second Merger Sub"), with Second Merger Sub being the surviving entity of the merger under the name Crescent Biopharma Operating Company, LLC (the "Second Merger" and, together with the First Merger, the "Merger"). At the Effective Time, GlycoMimetics changed its name to "Crescent Biopharma, Inc." (hereinafter, the "Issuer"). |
2. This Form gives effect to the Issuer's completion of a conversion from a corporation organized under the laws of the State of Delaware (the "Delaware Corporation") to an exempted company incorporated under the laws of the Cayman Islands (the "Cayman Company"), effective as of June 16, 2025. In connection therewith, each outstanding option or right to acquire shares of common stock of the Delaware Corporation continued in existence in the form of and automatically became an option or right to acquire an equal number of ordinary shares of the Cayman Company under the same terms and conditions. |
3. Represents options to purchase the Issuer's ordinary shares received by the Reporting Person in the Merger in exchange for options of Pre-Merger Crescent held by the Reporting Person prior to the Merger. This option will vest as to 25% on April 1, 2026 and in equal monthly installments thereafter through April 1, 2029, subject to the Reporting Person's continued service to the Issuer on each such vesting date. |
Remarks: |
Exhibit 24 - Power of Attorney |
/s/ Barbara Bispham, as attorney-in-fact for Ellie Im | 06/30/2025 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |