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    SEC Form SC 13G/A filed by Erasca Inc. (Amendment)

    2/13/24 8:24:49 PM ET
    $ERAS
    Biotechnology: Pharmaceutical Preparations
    Health Care
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    SC 13G/A 1 d743522dsc13ga.htm SC 13G/A SC 13G/A

     

     

    United States

    Securities and Exchange Commission

    Washington, D.C. 20549

     

     

    Schedule 13G

    (Rule 13d-102)

    Information to be Included in Statements Filed Pursuant

    to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed

    Pursuant to § 240.13d-2

    UNDER THE SECURITIES EXCHANGE ACT OF 1934

    (Amendment No. 2)*

     

     

    Erasca, Inc.

    (Name of Issuer)

    Common Stock

    (Title of Class of Securities)

    29479A108

    (CUSIP Number)

    December 31, 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:

    ☐ 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. 29479A108    Schedule 13G    Page 1 of 8

     

     1   

    Names of Reporting Persons

     

    City Hill, LLC

     2   

    Check the Appropriate Box if a Member of a Group

    (a)  ☐  (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

     

    12,899,360

        7   

    Sole Dispositive Power

     

    0

        8   

    Shared Dispositive Power

     

    12,899,360

     9   

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    12,899,360

    10   

    Check if the Aggregate Amount in Row (9) Excludes Certain Shares

     

    Not Applicable

    11   

    Percent of Class Represented by Amount in Row 9

     

    8.5%

    12   

    Type of Reporting Person

     

    OO


    CUSIP No. 29479A108    Schedule 13G    Page 2 of 8

     

     1   

    Names of Reporting Persons

     

    Jonathan E. Lim

     2   

    Check the Appropriate Box if a Member of a Group

    (a) ☐  (b) ☐

     

     3   

    SEC Use Only

     

     4   

    Citizenship or Place of Organization

     

    Canada

    Number of Shares Beneficially  Owned by Each Reporting Person With     5   

    Sole Voting Power

     

    770,500

        6   

    Shared Voting Power

     

    32,355,576

        7   

    Sole Dispositive Power

     

    770,500

        8   

    Shared Dispositive Power

     

    32,355,576

     9   

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    33,126,076

    10   

    Check if the Aggregate Amount in Row (9) Excludes Certain Shares

     

    Not Applicable

    11   

    Percent of Class Represented by Amount in Row 9

     

    21.8%

    12   

    Type of Reporting Person

     

    IN


    CUSIP No. 29479A108    Schedule 13G    Page 3 of 8

     

     1   

    Names of Reporting Persons

     

    Conyee T. Lim

     2   

    Check the Appropriate Box if a Member of a Group

    (a) ☐  (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

     

    19,456,216

        7   

    Sole Dispositive Power

     

    0

        8   

    Shared Dispositive Power

     

    19,456,216

     9   

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    19,456,216

    10   

    Check if the Aggregate Amount in Row (9) Excludes Certain Shares

     

    Not Applicable

    11   

    Percent of Class Represented by Amount in Row 9

     

    12.9%

    12   

    Type of Reporting Person

     

    IN


    CUSIP No. 29479A108    Schedule 13G    Page 4 of 8

     

    ITEM 1.

    (a)  Name of Issuer:

    Erasca, Inc. (the “Issuer”).

     

      (b)

    Address of Issuer’s Principal Executive Offices:

    3115 Merryfield Row, Suite 300, San Diego, CA 92121

     

    ITEM 2.

    (a)  Name of Person Filing:

    Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.” This statement is filed on behalf of:

    City Hill, LLC

    Jonathan E. Lim

    Conyee T. Lim

     

      (b)

    Address or Principal Business Office:

    The principal business address of the Reporting Persons is c/o Erasca, Inc., 3115 Merryfield Row, Suite 300, San Diego, CA 92121.

     

      (c)

    Citizenship of each Reporting Person is:

    City Hill, LLC is organized under the laws of the State of Delaware. Jonathan E. Lim is a citizen of Canada and Conyee T. Lim is a citizen of the United States.

     

      (d)

    Title of Class of Securities:

    Common stock, $0.0001 par value per share (“Common Stock”).

     

      (e)

    CUSIP Number:

    29479A108

     

    ITEM 3.

    Not applicable.


    CUSIP No. 29479A108    Schedule 13G    Page 5 of 8

     

    ITEM 4.

    Ownership.

    (a-c)

    The ownership information presented below represents beneficial ownership of Common Stock as of December 31, 2023, based upon 151,087,038 shares of Common Stock outstanding as of November 2, 2023, as disclosed in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2023.

     

    Reporting Person   

    Amount

    beneficially 

    owned

        

    Percent

    of class:

       

    Sole

    power

    to vote

    or to

    direct

    the vote:

        

    Shared

    power to

    vote or to

    direct the

    vote:

        

    Sole

    power to

    dispose or

    to direct

    the

    disposition

    of:

        

    Shared

    power to

    dispose or

    to direct

    the

    disposition

    of:

     

    City Hill, LLC

         12,899,360        8.5 %      0        12,899,360        0        12,899,360  

    Jonathan E. Lim

         33,126,076        21.8 %      770,500        32,355,576        770,500        32,355,576  

    Conyee T. Lim

         19,456,216        12.9 %      0        19,456,216        0        19,456,216  

    City Hill, LLC is the record holder of 12,899,360 shares of Common Stock. Jonathan E. Lim is the Managing Partner of City Hill, LLC and as a result may be deemed to share beneficial ownership of the shares of Common Stock held of record by City Hill, LLC. Jonathan E. Lim may be deemed to beneficially own 770,500 shares of Common Stock underlying stock options exercisable on or within 60 days of December 31, 2023.

    In addition, Jonathan E. Lim and Conyee T. Lim serve as co-trustees of a family trust that is the record holder of 19,456,216 shares of Common Stock. As a result, each of Jonathan E. Lim and Conyee T. Lim may be deemed to share beneficial ownership of the shares of Common Stock held of record by such trust.

     

    ITEM 5.

    Ownership of Five Percent or Less of a Class.

    Not applicable.

     

    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.

    Not applicable.


    CUSIP No. 29479A108    Schedule 13G    Page 6 of 8

     

    ITEM 8.

    Identification and Classification of Members of the Group.

    Not applicable.

     

    ITEM 9.

    Notice of Dissolution of Group.

    Not applicable.

     

    ITEM 10.

    Certification.

    Not applicable.


    CUSIP No. 29479A108    Schedule 13G    Page 7 of 8

     

    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.

    Date: February 13, 2024

     

    City Hill, LLC
    By:   /s/ Jonathan E. Lim, M.D.
    Name:   Jonathan E. Lim, M.D.
    Title:   Managing Partner

     

    Jonathan E. Lim
    /s/ Jonathan E. Lim, M.D.
    Conyee T. Lim
    /s/ Conyee T. Lim, M.D.


    CUSIP No. 29479A108    Schedule 13G    Page 8 of 8

     

    LIST OF EXHIBITS

     

    Exhibit No.

      

    Description

    99    Joint Filing Agreement (previously filed).
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