10/13/2026 | Press release | Distributed by Public on 10/13/2026 17:26
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FORM 3
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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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
| 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 control number. | |||
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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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Class B ordinary shares | (1) | (1) | Class A ordinary shares | 1,683,749 | (1) | I | By Frazier Life Sciences Holdings II, LLC(2) |
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Cha Albert 1001 PAGE MILL ROAD BUILDING 4, SUITE 200B PALO ALTO, CA 93404 |
X | X | Chief Executive Officer | |
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Frazier Life Sciences Holdings II LLC 1001 PAGE MILL ROAD BUILDING 4, SUITE 200B PALO ALTO, CA 93404 |
X | |||
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Frazier Life Sciences Public Fund, L.P. 1001 PAGE MILL ROAD BUILDING 4, SUITE 200B PALO ALTO, CA 93404 |
X | |||
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FHMLSP, L.P. 1001 PAGE MILL ROAD BUILDING 4, SUITE 200B PALO ALTO, CA 93404 |
X | |||
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FHMLSP, L.L.C. 1001 PAGE MILL ROAD BUILDING 4, SUITE 200B PALO ALTO, CA 93404 |
X | |||
| /s/ Albert Cha | 10/13/2026 | |
| **Signature of Reporting Person | Date | |
| FRAZIER LIFE SCIENCES HOLDINGS II, LLC, By: /s/ Albert Cha, Manager | 10/13/2026 | |
| **Signature of Reporting Person | Date | |
| FRAZIER LIFE SCIENCES PUBLIC FUND, L.P., By: /s/ Albert Cha, Managing Member of General Partner of General Partner | 10/13/2026 | |
| **Signature of Reporting Person | Date | |
| FHMLSP, L.P., By: /s/ Albert Cha, Managing Member of General Partner | 10/13/2026 | |
| **Signature of Reporting Person | Date | |
| FHMLSP, L.L.C., By: /s/ Albert Cha, Managing Member | 10/13/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | The Class B Ordinary Shares will automatically convert into Class A Ordinary Shares immediately prior to, concurrently with or immediately following the consummation of the Issuer's initial business combination, or at any time prior thereto at the option of the Reporting Person, on a one-for-one basis, subject to adjustment, and have no expiration date. |
| (2) | Securities held by Frazier Life Sciences Holdings II, LLC ("Sponsor"). Albert Cha is the sole manager of Sponsor, and Frazier Life Sciences Public Fund, L.P. is its sole equity holder. FHMLSP, L.P. is the general partner of Frazier Life Sciences Public Fund, L.P. and FHMLSP, L.L.C. is the general partner of FHMLSP, L.P. The Reporting Persons disclaim beneficial ownership of such shares except to the extent of its or his pecuniary interest therein, if any. |
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Remarks: Exhibit 24 - Power of Attorney |
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