UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION
TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b),
(c) AND (d) AND AMENDMENTS THERETO
FILED PURSUANT TO 13d-2 (b)
(Amendment No. 1)*
Cyteir Therapeutics, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
23284P 10 3
(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:
*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. 23284P 10 3 | Page 2 of 12 |
1. |
Name of Reporting Persons
Lightstone Ventures II, L.P.
|
2. |
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
¨
(b) x (1)
|
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
2,309,901 (2)
|
7. |
Sole Dispositive Power
0
|
8. |
Shared Dispositive Power
2,309,901 (2)
|
9. |
Aggregate Amount Beneficially Owned by Each
Reporting Person
2,309,901 (2)
|
10. |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
|
11. |
Percent of Class Represented by Amount
in Row (11)
6.4% (3)
|
12. |
Type of Reporting Person (See Instructions)
PN
|
(1) This
Schedule 13G is filed by Lightstone Ventures II, L.P. (“LSV II”), Lightstone Ventures II(A), L.P. (“LSV II(A)”),
LSV Associates II, LLC (“LSV Associates II” and, together with LSV II and LSV II(A), the “LSV Entities”), Michael
A. Carusi, Jean M. George and Henry A. Plain, Jr. Together with the LSV Entities, Messrs. Carusi, and Plain and Ms. George
are herein collectively referred to as the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group”
for purposes of this Schedule 13G.
(2) The shares are held by LSV
II.
(3) The beneficial ownership
percentage is based on a total of 35,998,068 shares of Common Stock outstanding as of November 2, 2023, as reported in the Issuer’s
Quarterly Report on Form 10-Q for the quarter ended September 30, 2023, filed with the Securities and Exchange Commission on
November 6, 2023.
CUSIP No. 23284P 10 3 | Page 3 of 12 |
1. |
Name of Reporting Persons
Lightstone Ventures II(A), L.P.
|
2. |
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
¨
(b) x (1)
|
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
134,364 (2)
|
7. |
Sole Dispositive Power
0
|
8. |
Shared Dispositive Power
134,364 (2)
|
9. |
Aggregate Amount Beneficially Owned by Each
Reporting Person
134,364 (2)
|
10. |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
|
11. |
Percent of Class Represented by Amount
in Row (11)
0.4% (3)
|
12. |
Type of Reporting Person (See Instructions)
PN
|
(1) This
Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes
of this Schedule 13G.
(2) The shares are held by LSV
II(A).
(3) The beneficial ownership percentage is based on
a total of 35,998,068 shares of Common Stock outstanding as of November 2, 2023, as reported in the Issuer’s Quarterly Report
on Form 10-Q for the quarter ended September 30, 2023, filed with the Securities and Exchange Commission on November 6,
2023.
CUSIP No. 23284P 10 3 | Page 4 of 12 |
1. |
Name of Reporting Persons
LSV Associates II, LLC
|
2. |
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
¨
(b) x (1)
|
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
2,444,265 (2)
|
7. |
Sole Dispositive Power
0
|
8. |
Shared Dispositive Power
2,444,265 (2)
|
9. |
Aggregate Amount Beneficially Owned by Each
Reporting Person
2,444,265 (2) |
10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
|
11. |
Percent of Class Represented by Amount
in Row (11)
6.8% (3) |
12. |
Type of Reporting Person (See Instructions)
OO |
(1) This
Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes
of this Schedule 13G.
(2) Consists of 2,309,901 shares
held directly by LSV II and 134,364 shares held directly by LSV II(A). LSV Associates II serves as the general partner of LSV II and
LSV II(A) and may be deemed to beneficially own the shares held by LSV II and LSV II(A).
(3) The beneficial ownership percentage is based on
a total of 35,998,068 shares of Common Stock outstanding as of November 2, 2023, as reported in the Issuer’s Quarterly Report
on Form 10-Q for the quarter ended September 30, 2023, filed with the Securities and Exchange Commission on November 6,
2023.
CUSIP No. 23284P 10 3 | Page 5 of 12 |
1. |
Name of Reporting Persons
Michael A. Carusi
|
2. |
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
¨
(b) x (1)
|
3. |
SEC
USE ONLY
|
4. |
Citizenship or Place of Organization
United States of America
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With: |
5. |
Sole Voting Power
0
|
6. |
Shared Voting Power
2,444,265 (2)
|
7. |
Sole Dispositive Power
0
|
8. |
Shared Dispositive Power
2,444,265 (2)
|
9. |
Aggregate Amount Beneficially Owned by Each
Reporting Person
2,444,265 (2)
|
10. |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
|
11. |
Percent of Class Represented by Amount
in Row (11)
6.8% (3)
|
12. |
Type of Reporting Person (See Instructions)
IN
|
(1) This
Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes
of this Schedule 13G.
(2) Consists of 2,309,901 shares
held directly by LSV II and 134,364 shares held directly by LSV II(A). Messrs. Carusi and Plain and Ms. George, the individual
managing directors of LSV Associates II, the general partner of LSV II and LSV II(A), share voting and dispositive power with respect
to the shares held of record by LSV II and LSV II(A), and may be deemed to own beneficially the shares held by LSV II and LSV II(A).
(3) The beneficial ownership percentage is based
on a total of 35,998,068 shares of Common Stock outstanding as of November 2, 2023, as reported in the Issuer’s Quarterly
Report on Form 10-Q for the quarter ended September 30, 2023, filed with the Securities and Exchange Commission on November 6,
2023.
CUSIP No. 23284P 10 3 | Page 6 of 12 |
1. |
Name of Reporting Persons
Jean M. George
|
2. |
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
¨
(b) x (1)
|
3. |
SEC
USE ONLY
|
4. |
Citizenship or Place of Organization
United States of America
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With: |
5. |
Sole Voting Power
28,300 (2)
|
6. |
Shared Voting Power
2,444,265 (3)
|
7. |
Sole Dispositive Power
28,300 (2)
|
8. |
Shared Dispositive Power
2,444,265 (3)
|
9. |
Aggregate Amount Beneficially Owned by Each
Reporting Person
2,472,565 (2)(3)
|
10. |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
|
11. |
Percent of Class Represented by Amount
in Row (11)
6.9% (4)
|
12. |
Type of Reporting Person (See Instructions)
IN
|
(1) This
Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes
of this Schedule 13G.
(2) Consists of 28,300 shares
of Common Stock issuable upon the exercise of stock options held by Ms. George that are exercisable within 60 days of the date of
this filing.
(3) Consists of 2,309,901 shares
held directly by LSV II and 134,364 shares held directly by LSV II(A). Messrs. Carusi and Plain and Ms. George, the individual
managing directors of LSV Associates II, the general partner of LSV II and LSV II(A), share voting and dispositive power with respect
to the shares held of record by LSV II and LSV II(A), and may be deemed to own beneficially the shares held by LSV II and LSV II(A).
(4) The beneficial ownership percentage is based
on a total of (i) 35,998,068 shares of Common Stock outstanding as of November 2, 2023, as reported in the Issuer’s Quarterly
Report on Form 10-Q for the quarter ended September 30, 2023, filed with the Securities and Exchange Commission on November 6,
2023 and (ii) 28,300 shares issuable upon the exercise of stock options held by Ms. George that are exercisable within 60 days
of the date of this filing.
CUSIP No. 23284P 10 3 | Page 7 of 12 |
1. |
Name of Reporting Persons
Henry A. Plain, Jr.
|
2. |
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
¨
(b) x (1)
|
3. |
SEC
USE ONLY
|
4. |
Citizenship or Place of Organization
United States of America
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With: |
5. |
Sole Voting Power
0
|
6. |
Shared Voting Power
2,444,265 (2)
|
7. |
Sole Dispositive Power
0
|
8. |
Shared Dispositive Power
2,444,265 (2)
|
9. |
Aggregate Amount Beneficially Owned by Each
Reporting Person
2,444,265 (2)
|
10. |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
|
11. |
Percent of Class Represented by Amount
in Row (11)
6.8% (3)
|
12. |
Type of Reporting Person (See Instructions)
IN
|
(1) This
Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes
of this Schedule 13G.
(2) Consists of 2,309,901 shares
held directly by LSV II and 134,364 shares held directly by LSV II(A). Messrs. Carusi and Plain and Ms. George, the individual
managing directors of LSV Associates II, the general partner of LSV II and LSV II(A), share voting and dispositive power with respect
to the shares held of record by LSV II and LSV II(A), and may be deemed to own beneficially the shares held by LSV II and LSV II(A).
(3) The beneficial ownership percentage is based
on a total of 35,998,068 shares of Common Stock outstanding as of November 2, 2023, as reported in the Issuer’s Quarterly
Report on Form 10-Q for the quarter ended September 30, 2023, filed with the Securities and Exchange Commission on November 6,
2023.
CUSIP No. 23284P 10 3 | Page 8 of 12 |
Introductory Note: This statement on Schedule 13G is being
filed by the Reporting Persons in respect of common stock of Cyteir Therapeutics, Inc. (the “Issuer”).
Cyteir Therapeutics, Inc.
| Item
1(b) | Address
of Issuer's Principal Executive Offices |
99 Hayden Street, Building B, Suite 450
Lexington, MA 02421
| Item
2(a) | Name
of Person Filing |
Lightstone Ventures II, L.P. (“LSV
II”)
Lightstone Ventures II(A), L.P. (“LSV
II(A)”)
LSV Associates II, LLC (“LSV
Associates II” and, together with LSV II, LSV II(A), the “LSV Entities”)
Michael A. Carusi
Jean M. George
Henry A. Plain, Jr.
| Item
2(b) | Address
of Principal Business Office or, if none, Residence |
The address of the principal place
of business of each of the Reporting Persons is 500 Boylston St., Suite 1380, Boston, MA 02116.
Each of the LSV Entities is organized
in the State of Delaware. Each of the individual Reporting Persons is a United States citizen.
Item 2(d) Title of Class of
Securities
Common Stock
23284P 10 3
Provide the following information
regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1
(a) Amount beneficially owned:
See Row 9 of pages 2-7
(b) Percent of class: See Row
11 of pages 2-7
(c) Number of shares as to which
the person has:
(i) Sole
power to vote or to direct the vote: See Row 5 of pages 2-7
(ii) Shared
power to vote or to direct the vote: See Row 6 of pages 2-7
(iii) Sole
power to dispose or to direct the disposition of: See Row 7 of pages 2-7
(iv) Shared
power to dispose or to direct the disposition of: See Row 8 of pages 2-7
CUSIP No. 23284P 10 3 | Page 9 of 12 |
| 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
6 | Ownership
of More than Five Percent 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.
| Item
8 | Identification
and Classification of Members of the Group |
Not applicable.
| Item
9 | Notice
of Dissolution of Group |
Not applicable.
Not applicable.
CUSIP No. 23284P 10 3 | Page 10 of 12 |
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 14,
2024
Lightstone ventures II, L.P. |
|
lightstone ventures ii(A), L.P. |
|
By: LSV Associates II, LLC, General Partner |
|
|
|
By: |
/s/ Travis Boettner |
|
|
Travis Boettner, Attorney-in-Fact |
|
|
|
LSV Associates II, LLC |
|
|
|
By: |
/s/ Travis Boettner |
|
|
Travis Boettner, Attorney-in-Fact |
|
|
|
/s/ Travis Boettner |
|
Travis Boettner, Attorney-in-Fact for Michael A. Carusi |
|
|
|
/s/ Travis Boettner |
|
Travis Boettner, Attorney-in-Fact for Jean M. George |
|
|
|
/s/ Travis Boettner |
|
Travis Boettner, Attorney-in-Fact for Henry A. Plain, Jr. |
|
CUSIP No. 23284P 10 3 | Page 11 of 12 |
Exhibit Index
A. Agreement regarding filing of Joint Schedule 13G
CUSIP No. 23284P 10 3 | Page 12 of 12 |
Exhibit A
AGREEMENT
Pursuant to Rule 13d-1(k)(l) promulgated
pursuant to the Securities Exchange Act of 1934, as amended, the undersigned agree that the attached Schedule 13G is being filed on behalf
of each of the undersigned.
Date: February 14,
2024
Lightstone ventures II, L.P. |
|
lightstone ventures ii(A), L.P. |
|
By: LSV Associates II, LLC, General Partner |
|
|
|
By: |
/s/ Travis Boettner |
|
|
Travis Boettner, Attorney-in-Fact |
|
|
|
LSV Associates II, LLC |
|
|
|
By: |
/s/ Travis Boettner |
|
|
Travis Boettner, Attorney-in-Fact |
|
|
|
/s/ Travis Boettner |
|
Travis Boettner, Attorney-in-Fact for Michael A. Carusi |
|
|
|
/s/ Travis Boettner |
|
Travis Boettner, Attorney-in-Fact for Jean M. George |
|
|
|
/s/ Travis Boettner |
|
Travis Boettner, Attorney-in-Fact for Henry A. Plain, Jr. |
|
Cyteir Therapeutics (NASDAQ:CYT)
Gráfica de Acción Histórica
De May 2024 a Jun 2024
Cyteir Therapeutics (NASDAQ:CYT)
Gráfica de Acción Histórica
De Jun 2023 a Jun 2024