SEC Form SCHEDULE 13G filed by Maze Therapeutics Inc.
$MAZE
Biotechnology: Biological Products (No Diagnostic Substances)
Health Care
|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
|
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
Maze Therapeutics, Inc. (Name of Issuer) |
Common Stock, $0.001 par value per share (Title of Class of Securities) |
578784100 (CUSIP Number) |
01/31/2025 (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)
|
SCHEDULE 13G
|
| CUSIP No. | 578784100 |
| 1 | Names of Reporting Persons
Third Rock Ventures IV, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
6,073,958.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
13.9 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13G
|
| CUSIP No. | 578784100 |
| 1 | Names of Reporting Persons
Third Rock Ventures GP IV, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
6,073,958.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
13.9 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13G
|
| CUSIP No. | 578784100 |
| 1 | Names of Reporting Persons
TRV GP IV, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
6,073,958.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
13.9 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13G
|
| CUSIP No. | 578784100 |
| 1 | Names of Reporting Persons
Third Rock Ventures V, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
950,800.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
2.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13G
|
| CUSIP No. | 578784100 |
| 1 | Names of Reporting Persons
Third Rock Ventures GP V, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
950,800.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
2.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13G
|
| CUSIP No. | 578784100 |
| 1 | Names of Reporting Persons
TRV GP V, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
950,800.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
2.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13G
|
| Item 1. | ||
| (a) | Name of issuer:
Maze Therapeutics, Inc. | |
| (b) | Address of issuer's principal executive offices:
171 Oyster Point Boulevard, Suite 300, San Francisco, CA 94939 | |
| Item 2. | ||
| (a) | Name of person filing:
(i) Third Rock Ventures IV, L.P. ("TRV IV");
(ii) Third Rock Ventures GP IV, L.P. ("TRV GP IV"), which is the sole general partner of TRV IV;
(iii) TRV GP IV, LLC ("TRV GP IV LLC"), which is the sole general partner of TRV GP IV;
(iv) Third Rock Ventures V, L.P. ("TRV V");
(v) Third Rock Ventures GP V, L.P. ("TRV GP V"), which is the sole general partner of TRV V; and
(vi) TRV GP V, LLC ("TRV GP V LLC"), which is the sole general partner of TRV GP V. | |
| (b) | Address or principal business office or, if none, residence:
The address of the principal business office of each of the Reporting Persons is Third Rock Ventures, LLC, 201 Brookline Ave, Suite 1401, Boston, MA 02215. | |
| (c) | Citizenship:
Each of TRV IV, TRV GP IV, TRV V and TRV GP V is a Delaware limited partnership. Each of TRV GP IV LLC and TRV GP V LLC is a Delaware limited liability company. | |
| (d) | Title of class of securities:
Common Stock, $0.001 par value per share | |
| (e) | CUSIP No.:
578784100 | |
| 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: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
| |
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
| |
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
| |
| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
| |
| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
| |
| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
| |
| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
| |
| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
| |
| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
| |
| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
| |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
(i) TRV IV directly owns 6,073,958 shares of Common Stock (the "IV Shares")
(ii) TRV GP IV is the general partner of TRV IV and may be deemed to beneficially own the IV Shares.
(iii) TRV GP IV LLC is the general partner of TRV GP IV and may be deemed to beneficially own the IV Shares.
(iv) TRV V directly owns 950,800 shares of Common Stock (the "V Shares").
(v) TRV GP V is the general partner of TRV V and may be deemed to beneficially own the V Shares.
(vi) TRV GP V LLC is the general partner of TRV GP V and may be deemed to beneficially own the V Shares.
Each of TRV IV, TRV GP IV, and TRV GP IV LLC, on the one hand, and TRV V, TRV GP V and TRV GP V LLC, on the other hand, disclaim the existence of a "group" for purposes of Rule 13d-5 of the Securities Exchange Act of 1934, as amended, and nothing contained in this report shall be deemed an admission that any such group exists or may exist. | |
| (b) | Percent of class:
The IV shares represent approximately 13.9% of the outstanding shares of Common Stock.
The V shares represent approximately 2.2% of the outstanding shares of Common Stock.
The percent of class was calculated based on 43,796,057 shares of common stock issued and outstanding as of March 25, 2025, as disclosed in the Issuer's 10-K filed with the Securities and Exchange Commission on March 31, 2025. | |
| (c) | Number of shares as to which the person has:
| |
| (i) Sole power to vote or to direct the vote:
TRV IV - 0
TRV GP IV - 0
TRV GP IV LLC - 0
TRV V - 0
TRV GP V - 0
TRV GP V LLC - 0 | ||
| (ii) Shared power to vote or to direct the vote:
TRV IV - 6,073,958 shares
TRV GP IV - 6,073,958 shares
TRV GP IV LLC - 6,073,958 shares
TRV V - 950,800 shares
TRV GP V - 950,800 shares
TRV GP V LLC - 950,800 shares | ||
| (iii) Sole power to dispose or to direct the disposition of:
TRV IV - 0
TRV GP IV - 0
TRV GP IV LLC - 0
TRV V - 0
TRV GP V - 0
TRV GP V LLC - 0 | ||
| (iv) Shared power to dispose or to direct the disposition of:
TRV IV - 6,073,958 shares
TRV GP IV - 6,073,958 shares
TRV GP IV LLC - 6,073,958 shares
TRV V - 950,800 shares
TRV GP V - 950,800 shares
TRV GP V LLC - 950,800 shares | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 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 or Control Person. | |
Not Applicable
| ||
| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
| ||
| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
| ||
| Item 10. | Certifications: |
Not Applicable
|
| 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.
|
|
|
|
|
|
|
|
|
|
|
|
|