SEC Form SC 13D/A filed by Black Diamond Therapeutics Inc. (Amendment)

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 disclosures provided in a prior cover page.

  Name of Reporting Persons

  Versant Venture Capital VI, L.P.

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒(1)

  SEC Use Only

  Source of Funds (See Instructions)

  WC

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

  ☐

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  3,947,941 shares of common stock (2)

  Shared Voting Power

  0

  Sole Dispositive Power

  3,947,941 shares of common stock (2)

  Shared Dispositive Power

  0

  Aggregate Amount Beneficially Owned by Each Reporting Person

  3,947,941 shares of common stock (2)

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row 11

  7.7% (3)

  Type of Reporting Person (See Instructions)

  PN

This Schedule 13D is filed by Versant Venture Capital VI, L.P. (“Versant VI”), Versant Voyageurs I Parallel, L.P. (“Versant I Parallel”), Versant Voyageurs I, L.P. (“Versant Voyageurs I”), Versant Vantage I, L.P. (“Versant Vantage I”), Versant Ventures VI GP, L.P. (“Versant Ventures VI GP”), Versant Ventures VI GP-GP, LLC (“Versant Ventures VI GP-GP”), Versant Voyageurs I GP, L.P. (“Versant Voyageurs I GP LP”), Versant Voyageurs I GP Company (“Versant Voyageurs I GP”), Versant Vantage I GP, L.P. (“Versant Vantage I GP LP”) and Versant Vantage I GP-GP, LLC (“Versant Vantage I GP-GP” and, with Versant VI, Versant I Parallel, Versant Voyageurs I, Versant Vantage I, Versant Ventures VI GP, Versant Ventures VI GP-GP, Versant Voyageurs I GP LP, Versant Voyageurs I GP, and Versant Vantage I GP LP, collectively, the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

These shares are held by Versant VI. Versant Ventures VI GP-GP is the general partner of Versant Ventures VI GP, which is the general partner of Versant VI. Each of Versant Ventures VI GP-GP and Versant Ventures VI GP share voting and dispositive power with respect to the shares held by Versant VI.

The percentages used herein are calculated based upon 51,575,323 shares issued and outstanding as of August 1, 2023 as set forth in the Issuer’s quarterly report on Form 10-Q for the quarter ended June 30, 2023, as filed with the Securities and Exchange Commission on August 11, 2023 (the “Form 10-Q”).

  Name of Reporting Persons

  Versant Ventures VI GP, L.P.

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒(1)

  SEC Use Only

  Source of Funds (See Instructions)

  AF

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

  ☐

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  4,328,883 shares of common stock (2)

  Sole Dispositive Power

  0

  Shared Dispositive Power

  4,328,883 shares of common stock (2)

  Aggregate Amount Beneficially Owned by Each Reporting Person

  4,328,883 shares of common stock (2)

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row 11

  8.4% (3)

  Type of Reporting Person (See Instructions)

  PN

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

Includes (i) 3,947,941 shares held by Versant VI and (ii) 380,942 shares held by Versant I Parallel. Versant Voyageurs I GP LP is the general partner of Versant I Parallel. Versant Ventures VI GP is the general partner of Versant Voyageurs I GP LP. Versant Ventures VI GP-GP is the general partner of Versant Ventures VI GP, which is the general partner of Versant VI. Each of Versant Ventures VI GP-GP and Versant Ventures VI GP share voting and dispositive power with respect to the shares held by Versant VI and Versant I Parallel.

The percentages used herein are calculated based upon 51,575,323 shares issued and outstanding as of August 1, 2023 as set forth in the Form 10-Q.

  Name of Reporting Persons

  Versant Ventures VI GP-GP, LLC

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒(1)

  SEC Use Only

  Source of Funds (See Instructions)

  AF

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

  ☐

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  4,328,883 shares of common stock (2)

  Sole Dispositive Power

  0

  Shared Dispositive Power

  4,328,883 shares of common stock (2)

  Aggregate Amount Beneficially Owned by Each Reporting Person

  4,328,883 shares of common stock (2)

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row 11

  8.4% (3)

  Type of Reporting Person (See Instructions)

  OO

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

Includes (i) 3,947,941 shares held by Versant VI and (ii) 380,942 shares held by Versant I Parallel. Versant Voyageurs I GP LP is the general partner of Versant I Parallel. Versant Ventures VI GP is the general partner of Versant Voyageurs I GP LP. Versant Ventures VI GP-GP is the general partner of Versant Ventures VI GP, which is the general partner of Versant VI. Each of Versant Ventures VI GP-GP and Versant Ventures VI GP share voting and dispositive power with respect to the shares held by Versant VI and Versant I Parallel.

The percentages used herein are calculated based upon 51,575,323 shares issued and outstanding as of August 1, 2023 as set forth in the Form 10-Q.

  Name of Reporting Persons

  Versant Voyageurs I Parallel, L.P.

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒(1)

  SEC Use Only

  Source of Funds (See Instructions)

  WC

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

  ☐

  Citizenship or Place of Organization

  Ontario Canada

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  380,942 shares of common stock (2)

  Shared Voting Power

  0

  Sole Dispositive Power

  380,942 shares of common stock (2)

  Shared Dispositive Power

  0

  Aggregate Amount Beneficially Owned by Each Reporting Person

  380,942 shares of common stock (2)

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row 11

  0.7% (3)

  Type of Reporting Person (See Instructions)

  PN

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

These shares are held by Versant I Parallel. Versant Voyageurs I GP LP is the general partner of Versant I Parallel. Versant Ventures VI GP is the general partner of Versant Voyageurs I GP LP. Versant Ventures VI GP-GP is the general partner of Versant Ventures VI GP. Each of Versant Voyageurs I GP LP, Versant Ventures VI GP and Versant Ventures VI GP-GP share voting and dispositive power with respect to the shares held by Versant I Parallel.

The percentages used herein are calculated based upon 51,575,323 shares issued and outstanding as of August 1, 2023 as set forth in the Form 10-Q.

  Name of Reporting Persons

  Versant Voyageurs I GP, L.P.

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒(1)

  SEC Use Only

  Source of Funds (See Instructions)

  AF

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

  ☐

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  380,942 shares of common stock (2)

  Sole Dispositive Power

  0

  Shared Dispositive Power

  380,942 shares of common stock (2)

  Aggregate Amount Beneficially Owned by Each Reporting Person

  380,942 shares of common stock (2)

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row 11

  0.7% (3)

  Type of Reporting Person (See Instructions)

  PN

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

These shares are held by Versant I Parallel. Versant Voyageurs I GP LP is the general partner of Versant I Parallel. Versant Ventures VI GP is the general partner of Versant Voyageurs I GP LP. Versant Ventures VI GP-GP is the general partner of Versant Ventures VI GP. Each of Versant Voyageurs I GP LP, Versant Ventures VI GP and Versant Ventures VI GP-GP share voting and dispositive power with respect to the shares held by Versant I Parallel.

The percentages used herein are calculated based upon 51,575,323 shares issued and outstanding as of August 1, 2023 as set forth in the Form 10-Q.

  Name of Reporting Persons

  Versant Voyageurs I, L.P.

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒(1)

  SEC Use Only

  Source of Funds (See Instructions)

  WC

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

  ☐

  Citizenship or Place of Organization

  Ontario Canada

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  1,277,541 shares of common stock (2)

  Shared Voting Power

  0

  Sole Dispositive Power

  1,277,541 shares of common stock (2)

  Shared Dispositive Power

  0

  Aggregate Amount Beneficially Owned by Each Reporting Person

  1,277,541 shares of common stock (2)

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row 11

  2.5% (3)

  Type of Reporting Person (See Instructions)

  PN

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

These shares are held by Versant Voyageurs I. Versant Voyageurs I GP is the general partner of Versant Voyageurs I and shares voting and dispositive power with respect to the shares held by Versant Voyageurs I.

The percentages used herein are calculated based upon 51,575,323 shares issued and outstanding as of August 1, 2023 as set forth in the Form 10-Q.

  Name of Reporting Persons

  Versant Voyageurs I GP Company

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒(1)

  SEC Use Only

  Source of Funds (See Instructions)

  AF

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

  ☐

  Citizenship or Place of Organization

  Nova Scotia, Canada

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  1,277,541 shares of common stock (2)

  Sole Dispositive Power

  0

  Shared Dispositive Power

  1,277,541 shares of common stock (2)

  Aggregate Amount Beneficially Owned by Each Reporting Person

  1,277,541 shares of common stock (2)

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row 11

  2.5% (3)

  Type of Reporting Person (See Instructions)

  OO

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

These shares are held by Versant Voyageurs I. Versant Voyageurs I GP is the general partner of Versant Voyageurs I and shares voting and dispositive power with respect to the shares held by Versant Voyageurs I.

The percentages used herein are calculated based upon 51,575,323 shares issued and outstanding as of August 1, 2023 as set forth in the Form 10-Q.

  Name of Reporting Persons

  Versant Vantage I, L.P.

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒(1)

  SEC Use Only

  Source of Funds (See Instructions)

  WC

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

  ☐

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  822,140 shares of common stock (2)

  Shared Voting Power

  0

  Sole Dispositive Power

  822,140 shares of common stock (2)

  Shared Dispositive Power

  0

  Aggregate Amount Beneficially Owned by Each Reporting Person

  822,140 shares of common stock (2)

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row 11

  1.6% (3)

  Type of Reporting Person (See Instructions)

  PN

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

These shares are held by Versant Vantage I. Versant Vantage I GP LP is the general partner of Versant Vantage I and Versant Vantage I GP-GP is the general partner of Versant Vantage I GP LP. Each of Versant Vantage I GP LP and Versant Vantage I GP-GP share voting and dispositive power with respect to the shares held by Versant Vantage I.

The percentages used herein are calculated based upon 51,575,323 shares issued and outstanding as of August 1, 2023 as set forth in the Form 10-Q.

  Name of Reporting Persons

  Versant Vantage I GP, L.P.

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒(1)

  SEC Use Only

  Source of Funds (See Instructions)

  AF

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

  ☐

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  822,140 shares of common stock(2)

  Sole Dispositive Power

  0

  Shared Dispositive Power

  822,140 shares of common stock(2)

  Aggregate Amount Beneficially Owned by Each Reporting Person

  822,140 shares of common stock (2)

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row 11

  1.6% (3)

  Type of Reporting Person (See Instructions)

  PN

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

These shares are held by Versant Vantage I. Versant Vantage I GP LP is the general partner of Versant Vantage I, and Versant Vantage I GP-GP is the general partner of Versant Vantage I GP LP. Each of Versant Vantage I GP LP and Versant Vantage I GP-GP share voting and dispositive power with respect to the shares held by Versant Vantage I.

The percentages used herein are calculated based upon 51,575,323 shares issued and outstanding as of August 1, 2023 as set forth in the Form 10-Q.

  Name of Reporting Persons

  Versant Vantage I GP-GP, LLC

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒(1)

  SEC Use Only

  Source of Funds (See Instructions)

  AF

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

  ☐

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  822,140 shares of common stock(2)

  Sole Dispositive Power

  0

  Shared Dispositive Power

  822,140 shares of common stock(2)

  Aggregate Amount Beneficially Owned by Each Reporting Person

  822,140 shares of common stock(2)

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row 11

  1.6% (3)

  Type of Reporting Person (See Instructions)

  OO

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

These shares are held by Versant Vantage I. Versant Vantage I GP LP is the general partner of Versant Vantage I, and Versant Vantage I GP-GP is the general partner of Versant Vantage I GP LP. Each of Versant Vantage I GP LP and Versant Vantage I GP-GP share voting and dispositive power with respect to the shares held by Versant Vantage I.

The percentages used herein are calculated based upon 51,575,323 shares issued and outstanding as of August 1, 2023 as set forth in the Form 10-Q.

/s/ Max Eisenberg, Chief Operating Officer

/s/ Max Eisenberg, Chief Operating Officer

/s/ Max Eisenberg, Chief Operating Officer

/s/ Max Eisenberg, Chief Operating Officer

/s/ Max Eisenberg, Chief Operating Officer

/s/ Max Eisenberg, Chief Operating Officer

/s/ Max Eisenberg, Chief Operating Officer

/s/ Max Eisenberg, Chief Operating Officer

/s/ Max Eisenberg, Chief Operating Officer

/s/ Max Eisenberg, Chief Operating Officer