Erasca, Inc. — Major Shareholding Notification 2022

Feb 10, 2022

SC 13G 1 arch-sch13g_18587.htm ARCH VENTURE FUND X, L.P. - ERASCA, INC. -- SCH 13G

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. )*

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Erasca, Inc.

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(Name of Issuer)

Common Stock par value $0.0001 per share

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(Title of Class of Securities)

29479A108

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(CUSIP Number)

December 31, 2021

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(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 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).

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CUSIP No. 29479A108 13G Page 2 of 16 Pages

| 1 | NAMES
OF REPORTING PERSON(S) ARCH Venture Fund X, L.P. | |
| --- | --- | --- |
| 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 | SOLE
VOTING POWER 0 |
| --- | --- |
| 6 | SHARED
VOTING POWER 11,055,554 |
| 7 | SOLE
DISPOSITIVE POWER 0 |
| 8 | SHARED
DISPOSITIVE POWER 11,055,554 |

| 9 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11,055,554 | |
| --- | --- | --- |
| 10 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ |
| 11 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.1% | |
| 12 | TYPE
OF REPORTING PERSON PN | |

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CUSIP No. 29479A108 13G Page 3 of 16 Pages

| 1 | NAMES
OF REPORTING PERSON(S) ARCH Venture Fund X Overage, L.P. | |
| --- | --- | --- |
| 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 | SOLE
VOTING POWER 0 |
| --- | --- |
| 6 | SHARED
VOTING POWER 11,055,554 |
| 7 | SOLE
DISPOSITIVE POWER 0 |
| 8 | SHARED
DISPOSITIVE POWER 11,055,554 |

| 9 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11,055,554 | |
| --- | --- | --- |
| 10 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ |
| 11 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.1 % | |
| 12 | TYPE
OF REPORTING PERSON PN | |

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CUSIP No. 29479A108 13G Page 4 of 16 Pages

| 1 | NAMES
OF REPORTING PERSON(S) ARCH Venture Partners X, L.P. | |
| --- | --- | --- |
| 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 | SOLE
VOTING POWER 0 |
| --- | --- |
| 6 | SHARED
VOTING POWER 11,055,554 |
| 7 | SOLE
DISPOSITIVE POWER 0 |
| 8 | SHARED
DISPOSITIVE POWER 11,055,554 |

| 9 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11,055,554 | |
| --- | --- | --- |
| 10 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ |
| 11 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.1% | |
| 12 | TYPE
OF REPORTING PERSON PN | |

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CUSIP No. 29479A108 13G Page 5 of 16 Pages

| 1 | NAMES
OF REPORTING PERSON(S) ARCH Venture Partners X Overage, L.P. | |
| --- | --- | --- |
| 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 | SOLE
VOTING POWER 0 |
| --- | --- |
| 6 | SHARED
VOTING POWER 11,055,554 |
| 7 | SOLE
DISPOSITIVE POWER 0 |
| 8 | SHARED
DISPOSITIVE POWER 11,055,554 |

| 9 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11,055,554 | |
| --- | --- | --- |
| 10 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ |
| 11 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.1% | |
| 12 | TYPE
OF REPORTING PERSON PN | |

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CUSIP No. 29479A108 13G Page 6 of 16 Pages

| 1 | NAMES
OF REPORTING PERSON(S) ARCH Venture Partners X, 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 | SOLE
VOTING POWER 0 |
| --- | --- |
| 6 | SHARED
VOTING POWER 11,055,554 |
| 7 | SOLE
DISPOSITIVE POWER 0 |
| 8 | SHARED
DISPOSITIVE POWER 11,055,554 |

| 9 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11,055,554 | |
| --- | --- | --- |
| 10 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ |
| 11 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.1% | |
| 12 | TYPE
OF REPORTING PERSON OO | |

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CUSIP No. 29479A108 13G Page 7 of 16 Pages

| 1 | NAMES
OF REPORTING PERSON(S) Keith
Crandell | |
| --- | --- | --- |
| 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 of America | |

| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | SOLE
VOTING POWER 0 |
| --- | --- |
| 6 | SHARED
VOTING POWER 11,055,554 |
| 7 | SOLE
DISPOSITIVE POWER 0 |
| 8 | SHARED
DISPOSITIVE POWER 11,055,554 |

| 9 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11,055,554 | |
| --- | --- | --- |
| 10 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ |
| 11 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.1 % | |
| 12 | TYPE
OF REPORTING PERSON IN | |

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CUSIP No. 29479A108 13G Page 8 of 16 Pages

| 1 | NAMES
OF REPORTING PERSON(S) Kristina Burow | |
| --- | --- | --- |
| 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 of America | |

| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | SOLE
VOTING POWER 0 |
| --- | --- |
| 6 | SHARED
VOTING POWER 11,055,554 |
| 7 | SOLE
DISPOSITIVE POWER 0 |
| 8 | SHARED
DISPOSITIVE POWER 11,055,554 |

| 9 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11,055,554 | |
| --- | --- | --- |
| 10 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ |
| 11 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.1% | |
| 12 | TYPE
OF REPORTING PERSON IN | |

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CUSIP No. 29479A108 13G Page 9 of 16 Pages

| 1 | NAMES
OF REPORTING PERSON(S) Steven
Gillis | |
| --- | --- | --- |
| 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 of America | |

| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | SOLE
VOTING POWER 0 |
| --- | --- |
| 6 | SHARED
VOTING POWER 11,055,554 |
| 7 | SOLE
DISPOSITIVE POWER 0 |
| 8 | SHARED
DISPOSITIVE POWER 11,055,554 |

| 9 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11,055,554 | |
| --- | --- | --- |
| 10 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ |
| 11 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.1 % | |
| 12 | TYPE
OF REPORTING PERSON IN | |

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CUSIP No. 29479A108 13G Page 10 of 16 Pages

| 1 | NAMES
OF REPORTING PERSON(S) Robert Nelsen | |
| --- | --- | --- |
| 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 of America | |

| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | SOLE
VOTING POWER 0 |
| --- | --- |
| 6 | SHARED
VOTING POWER 11,055,554 |
| 7 | SOLE
DISPOSITIVE POWER 0 |
| 8 | SHARED
DISPOSITIVE POWER 11,055,554 |

| 9 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11,055,554 | |
| --- | --- | --- |
| 10 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ |
| 11 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.1% | |
| 12 | TYPE
OF REPORTING PERSON IN | |

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CUSIP No. 29479A108 13G Page 11 of 16 Pages

Item 1(a). Name of Issuer:

Erasca, Inc. (the “Issuer”).

Item 1(b). Address of Issuer's Principal Executive Offices:

10835 Road to the Cure, Suite 140, San Diego, CA 92121

Item 2(a). Name of Person Filing:

ARCH Venture Fund X, L.P. (“AVF X”); ARCH Venture Partners X, L.P. (“AVP X LP”); ARCH Venture Partners X, LLC (“AVP X LLC”); ARCH Venture Fund X Overage, L.P. (“AVF X Overage”); ARCH Venture Partners X Overage, L.P. (“AVF X Overage GP”) (collectively, the “Reporting Entities” and individually, each a “Reporting Entity”); and Keith Crandell (“Crandell”), Robert Nelsen (“Nelsen”), Kristina Burow (“Burow”) and Steven Gillis (“Gillis) (collectively, the “Investment Committee” and individually, each a “Committee Member”). The Reporting Entities and the Committee Members collectively are referred to as the “Reporting Persons”.

Item 2(b). Address of Principal Business Office or, if none, Residence:

8755 W. Higgins Avenue, Suite 1025, Chicago, IL 60631

Item 2(c). Citizenship:

Each of AVF X, AVF X LP, AVF X Overage and AVP X Overage GP, are limited partnerships organized under the laws of the State of Delaware. AVP X LLC is a limited liability company organized under the laws of the State of Delaware. Each Committee Member is a US citizen.

Item 2(d). Title of Class of Securities.

Common stock, par value $0.0001 per share.

Item 2(e). CUSIP Number.

29479A108

ITEM 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:

Not Applicable.

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CUSIP No. 29479A108 13G Page 12 of 16 Pages

ITEM 4. Ownership:

| (a) | Amount beneficially owned: AVF X is the record owner of 5,527,777 shares of Common Stock (the “AVF
X Shares”) as of December 31, 2021. AVP X LP, as the sole general partner of ARCH Venture Fund X, may be deemed to beneficially
own the AVF X Shares. AVF X Overage is the record owner of 5,527,777 shares of Common Stock (the “AVF X Overage Shares”; combined
with AVF X Shares, the “Record Shares”) as of December 31, 2021. AVP X Overage GP, as the sole general partner of AVF X Overage,
may be deemed to beneficially own the AVF X Overage Shares. AVP X LLC, as the sole general partner of AVP X LP and AVF X Overage LP, may
be deemed to beneficially own the Record Shares. As Committee Members of AVP X LLC, each Committee Member may also be deemed to share
the power to direct the disposition and vote of the Record Shares. |
| --- | --- |
| (b) | Percent of class: See line 11 of the cover sheets. The percentages set forth on the cover
sheet for each Reporting Person is based upon 121,250,375 shares of common stock outstanding as of November 4, 2021 as reported on the
Issuer’s Form 10-Q as filed with the Securities and Exchange Commission on November 10, 2021. |
| (c) | Number of shares as to which such person has: |

(i)	Sole power to vote or to direct the vote: See line 5 of the cover sheets.
(ii)	Shared power to vote or to direct the vote: See line 6 of the cover sheets.
(iii)	Sole power to dispose or to direct the disposition: See line 7 of the cover sheets.
(iv)	Shared power to dispose or to direct the disposition: See line 8 of the cover sheets.

Each Reporting Person disclaims beneficial ownership of such shares of Common Stock except for the shares, if any, such Reporting Person holds of record.

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.

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.

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CUSIP No. 29479A108 13G Page 13 of 16 Pages

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.

Dated: February 10, 2022

ARCH VENTURE FUND X, L.P.

By: ARCH Venture Partners X, L.P.

its General Partner

By: ARCH Venture Partners X, LLC

its General Partner

By: *

Keith Crandell

Managing Director

ARCH VENTURE PARTNERS X, L.P.

By: ARCH Venture Partners X, LLC

its General Partner

By: *

Keith Crandell

Managing Director

ARCH VENTURE PARTNERS X, LLC

By: *

Keith Crandell

Managing Director

ARCH VENTURE FUND X OVERAGE, L.P.

By: ARCH Venture Partners X Overage, L.P.

its General Partner

By: ARCH Venture Partners X, LLC

its General Partner

By: *

Keith Crandell

Managing Director

ARCH VENTURE PARTNERS X OVERAGE, L.P.

By: ARCH Venture Partners X, LLC

its General Partner

By: *

Keith Crandell

Managing Director

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CUSIP No. 29479A108 13G Page 14 of 16 Pages

*

Keith Crandell

*

Robert Nelsen

*

Kristina Burow

*

Steven Gillis

• By: /s/ Mark McDonnell

Mark McDonnell as

Attorney-in-Fact

• This Schedule 13G was executed by Mark McDonnell pursuant to a Power of Attorney filed as Exhibit 24 and 24.1 to the Form 3 relating to the beneficial ownership of shares of Verve Therapeutics, Inc. by the Reporting Persons filed with the Securities Exchange Commission on June 16, 2021 and incorporated herein in its entirety by reference.

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CUSIP No. 29479A108 13G Page 15 of 16 Pages

Exhibit 1

AGREEMENT

Pursuant to Rule 13d-1-(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of shares of stock of Erasca, Inc.

This Agreement may be executed in any number of counterparts, each of which shall be deemed an original.

Dated: February 10, 2022

ARCH VENTURE FUND X, L.P.

By: ARCH Venture Partners X, L.P.

its General Partner

By: ARCH Venture Partners X, LLC

its General Partner

By: *

Keith Crandell

Managing Director

ARCH VENTURE PARTNERS X, L.P.

By: ARCH Venture Partners X, LLC

its General Partner

By: *

Keith Crandell

Managing Director

ARCH VENTURE PARTNERS X, LLC

By: *

Keith Crandell

Managing Director

ARCH VENTURE FUND X OVERAGE, L.P.

By: ARCH Venture Partners X Overage, L.P.

its General Partner

By: ARCH Venture Partners X, LLC

its General Partner

By: *

Keith Crandell

Managing Director

ARCH VENTURE PARTNERS X OVERAGE, L.P.

By: ARCH Venture Partners X, LLC

its General Partner

By: *

Keith Crandell

Managing Director

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CUSIP No. 29479A108 13G Page 16 of 16 Pages

*

Keith Crandell

*

Robert Nelsen

*

Kristina Burow

*

Steven Gillis

• By: /s/ Mark McDonnell

Mark McDonnell as

Attorney-in-Fact

• This Agreement of Joint Filing was executed by Mark McDonnell pursuant to a Power of Attorney filed as Exhibit 24 and 24.1 to the Form 3 relating to the beneficial ownership of shares of Verve Therapeutics, Inc. by the Reporting Persons filed with the Securities Exchange Commission on June 16, 2021 and incorporated herein in its entirety by reference.

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