UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Neumora Therapeutics, Inc.
(Name of Issuer)
Common Stock, $0.0001 par value
(Title of Class of Securities)
640979 100
(CUSIP Number)
Mark McDonnell
ARCH Venture Management, LLC
8755 W. Higgins Road Suite 1025
Chicago, IL 60631
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
December 8, 2023
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.
*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 on 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).
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.
CUSIP No. 640979 100 |
13D | Page 2 of 33 Pages |
| 1 | NAME OF REPORTING PERSONS
ARCH Venture Fund VII, L.P.
|
|||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐ (b) ☐ | ||
| 3 | SEC USE ONLY
|
|||
| 4 | SOURCE OF FUNDS
WC
|
|||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 |
SOLE VOTING POWER
0 Shares
| ||
| 8 | SHARED VOTING POWER
31,932,138 Shares
| |||
| 9 | SOLE DISPOSITIVE POWER
0 Shares
| |||
| 10 | SHARED DISPOSITIVE POWER
31,932,138 Shares
|
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,932,138 Shares
|
|||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.9%
|
|||
14 |
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 640979 100 |
13D | Page 3 of 33 Pages |
| 1 | NAME OF REPORTING PERSONS
ARCH Venture Fund VIII Overage, L.P.
|
|||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐ (b) ☐ | ||
| 3 | SEC USE ONLY
|
|||
| 4 | SOURCE OF FUNDS
WC
|
|||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 |
SOLE VOTING POWER
0 Shares
| ||
| 8 | SHARED VOTING POWER
31,932,138 Shares
| |||
| 9 | SOLE DISPOSITIVE POWER
0 Shares
| |||
| 10 | SHARED DISPOSITIVE POWER
31,932,138 Shares
|
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,932,138 Shares
|
|||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.9%
|
|||
14 |
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 640979 100 |
13D | Page 4 of 33 Pages |
| 1 | NAME OF REPORTING PERSONS
ARCH Venture Fund X, L.P.
|
|||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐ (b) ☐ | ||
| 3 | SEC USE ONLY
|
|||
| 4 | SOURCE OF FUNDS
WC
|
|||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 |
SOLE VOTING POWER
0 Shares
| ||
| 8 | SHARED VOTING POWER
31,932,138 Shares
| |||
| 9 | SOLE DISPOSITIVE POWER
0 Shares
| |||
| 10 | SHARED DISPOSITIVE POWER
31,932,138 Shares
|
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,932,138 Shares
|
|||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.9%
|
|||
14 |
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 640979 100 |
13D | Page 5 of 33 Pages |
| 1 | NAME OF REPORTING PERSONS
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 | SOURCE OF FUNDS
WC
|
|||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 |
SOLE VOTING POWER
0 Shares
| ||
| 8 | SHARED VOTING POWER
31,932,138 Shares
| |||
| 9 | SOLE DISPOSITIVE POWER
0 Shares
| |||
| 10 | SHARED DISPOSITIVE POWER
31,932,138 Shares
|
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,932,138 Shares
|
|||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.9%
|
|||
14 |
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 640979 100 |
13D | Page 6 of 33 Pages |
| 1 | NAME OF REPORTING PERSONS
ARCH Venture Fund XII, L.P.
|
|||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐ (b) ☐ | ||
| 3 | SEC USE ONLY
|
|||
| 4 | SOURCE OF FUNDS
WC
|
|||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 |
SOLE VOTING POWER
0 Shares
| ||
| 8 | SHARED VOTING POWER
31,932,138 Shares
| |||
| 9 | SOLE DISPOSITIVE POWER
0 Shares
| |||
| 10 | SHARED DISPOSITIVE POWER
31,932,138 Shares
|
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,932,138 Shares
|
|||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.9%
|
|||
14 |
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 640979 100 |
13D | Page 7 of 33 Pages |
| 1 | NAME OF REPORTING PERSONS
ARCH Venture Partners VII, L.P.
|
|||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐ (b) ☐ | ||
| 3 | SEC USE ONLY
|
|||
| 4 | SOURCE OF FUNDS
AF
|
|||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 |
SOLE VOTING POWER
0 Shares
| ||
| 8 | SHARED VOTING POWER
31,932,138 Shares
| |||
| 9 | SOLE DISPOSITIVE POWER
0 Shares
| |||
| 10 | SHARED DISPOSITIVE POWER
31,932,138 Shares
|
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,932,138 Shares
|
|||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.9%
|
|||
14 |
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 640979 100 |
13D | Page 8 of 33 Pages |
| 1 | NAME OF REPORTING PERSONS
ARCH Venture Partners X, L.P.
|
|||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐ (b) ☐ | ||
| 3 | SEC USE ONLY
|
|||
| 4 | SOURCE OF FUNDS
AF
|
|||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 |
SOLE VOTING POWER
0 Shares
| ||
| 8 | SHARED VOTING POWER
31,932,138 Shares
| |||
| 9 | SOLE DISPOSITIVE POWER
0 Shares
| |||
| 10 | SHARED DISPOSITIVE POWER
31,932,138 Shares
|
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,932,138 Shares
|
|||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.9%
|
|||
14 |
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 640979 100 |
13D | Page 9 of 33 Pages |
| 1 | NAME OF REPORTING PERSONS
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 | SOURCE OF FUNDS
AF
|
|||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 |
SOLE VOTING POWER
0 Shares
| ||
| 8 | SHARED VOTING POWER
31,932,138 Shares
| |||
| 9 | SOLE DISPOSITIVE POWER
0 Shares
| |||
| 10 | SHARED DISPOSITIVE POWER
31,932,138 Shares
|
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,932,138 Shares
|
|||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.9%
|
|||
14 |
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 640979 100 |
13D | Page 10 of 33 Pages |
| 1 | NAME OF REPORTING PERSONS
ARCH Venture Partners XII, L.P.
|
|||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐ (b) ☐ | ||
| 3 | SEC USE ONLY
|
|||
| 4 | SOURCE OF FUNDS
WC
|
|||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 |
SOLE VOTING POWER
0 Shares
| ||
| 8 | SHARED VOTING POWER
31,932,138 Shares
| |||
| 9 | SOLE DISPOSITIVE POWER
0 Shares
| |||
| 10 | SHARED DISPOSITIVE POWER
31,932,138 Shares
|
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,932,138 Shares
|
|||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.9%
|
|||
14 |
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 640979 100 |
13D | Page 11 of 33 Pages |
| 1 | NAME OF REPORTING PERSONS
ARCH Venture Partners VII, LLC
|
|||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐ (b) ☐ | ||
| 3 | SEC USE ONLY
|
|||
| 4 | SOURCE OF FUNDS
AF
|
|||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 |
SOLE VOTING POWER
0 Shares
| ||
| 8 | SHARED VOTING POWER
31,932,138 Shares
| |||
| 9 | SOLE DISPOSITIVE POWER
0 Shares
| |||
| 10 | SHARED DISPOSITIVE POWER
31,932,138 Shares
|
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,932,138 Shares
|
|||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.9%
|
|||
14 |
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 640979 100 |
13D | Page 12 of 33 Pages |
| 1 | NAME OF REPORTING PERSONS
ARCH Venture Partners VIII, LLC
|
|||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐ (b) ☐ | ||
| 3 | SEC USE ONLY
|
|||
| 4 | SOURCE OF FUNDS
AF
|
|||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 |
SOLE VOTING POWER
0 Shares
| ||
| 8 | SHARED VOTING POWER
31,932,138 Shares
| |||
| 9 | SOLE DISPOSITIVE POWER
0 Shares
| |||
| 10 | SHARED DISPOSITIVE POWER
31,932,138 Shares
|
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,932,138 Shares
|
|||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.9%
|
|||
14 |
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 640979 100 |
13D | Page 13 of 33 Pages |
| 1 | NAME OF REPORTING PERSONS
ARCH Venture Partners X, LLC
|
|||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐ (b) ☐ | ||
| 3 | SEC USE ONLY
|
|||
| 4 | SOURCE OF FUNDS
AF
|
|||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 |
SOLE VOTING POWER
0 Shares
| ||
| 8 | SHARED VOTING POWER
31,932,138 Shares
| |||
| 9 | SOLE DISPOSITIVE POWER
0 Shares
| |||
| 10 | SHARED DISPOSITIVE POWER
31,932,138 Shares
|
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,932,138 Shares
|
|||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.9%
|
|||
14 |
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 640979 100 |
13D | Page 14 of 33 Pages |
| 1 | NAME OF REPORTING PERSONS
ARCH Venture Partners XII, LLC
|
|||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐ (b) ☐ | ||
| 3 | SEC USE ONLY
|
|||
| 4 | SOURCE OF FUNDS
AF
|
|||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 |
SOLE VOTING POWER
0 Shares
| ||
| 8 | SHARED VOTING POWER
31,932,138 Shares
| |||
| 9 | SOLE DISPOSITIVE POWER
0 Shares
| |||
| 10 | SHARED DISPOSITIVE POWER
31,932,138 Shares
|
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,932,138 Shares
|
|||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.9%
|
|||
14 |
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 640979 100 |
13D | Page 15 of 33 Pages |
| 1 | NAME OF REPORTING PERSONS
Robert Nelsen
|
|||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐ (b) ☐ | ||
| 3 | SEC USE ONLY
|
|||
| 4 | SOURCE OF FUNDS
AF
|
|||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 |
SOLE VOTING POWER
0 Shares
| ||
| 8 | SHARED VOTING POWER
31,932,138 Shares
| |||
| 9 | SOLE DISPOSITIVE POWER
0 Shares
| |||
| 10 | SHARED DISPOSITIVE POWER
31,932,138 Shares
|
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,932,138 Shares
|
|||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.9%
|
|||
14 |
TYPE OF REPORTING PERSON
IN
|
CUSIP No. 640979 100 |
13D | Page 16 of 33 Pages |
| 1 | NAME OF REPORTING PERSONS
Keith Crandell
|
|||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐ (b) ☐ | ||
| 3 | SEC USE ONLY
|
|||
| 4 | SOURCE OF FUNDS
AF
|
|||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 |
SOLE VOTING POWER
0 Shares
| ||
| 8 | SHARED VOTING POWER
31,932,138 Shares
| |||
| 9 | SOLE DISPOSITIVE POWER
0 Shares
| |||
| 10 | SHARED DISPOSITIVE POWER
31,932,138 Shares
|
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,932,138 Shares
|
|||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.9%
|
|||
14 |
TYPE OF REPORTING PERSON
IN
|
CUSIP No. 640979 100 |
13D | Page 17 of 33 Pages |
| 1 | NAME OF REPORTING PERSONS
Clinton Bybee
|
|||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐ (b) ☐ | ||
| 3 | SEC USE ONLY
|
|||
| 4 | SOURCE OF FUNDS
AF
|
|||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 |
SOLE VOTING POWER
0 Shares
| ||
| 8 | SHARED VOTING POWER
3,708,794 Shares
| |||
| 9 | SOLE DISPOSITIVE POWER
0 Shares
| |||
| 10 | SHARED DISPOSITIVE POWER
3,708,794 Shares
|
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,708,794 Shares
|
|||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.4%
|
|||
14 |
TYPE OF REPORTING PERSON
IN
|
CUSIP No. 640979 100 |
13D | Page 18 of 33 Pages |
| 1 | NAME OF REPORTING PERSONS
Kristina Burow
|
|||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐ (b) ☐ | ||
| 3 | SEC USE ONLY
|
|||
| 4 | SOURCE OF FUNDS
AF
|
|||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 |
SOLE VOTING POWER
34,069 Shares
| ||
| 8 | SHARED VOTING POWER
31,932,138 Shares
| |||
| 9 | SOLE DISPOSITIVE POWER
34,069 Shares
| |||
| 10 | SHARED DISPOSITIVE POWER
31,932,138 Shares
|
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,966,207 Shares
|
|||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.9%
|
|||
14 |
TYPE OF REPORTING PERSON
IN
|
CUSIP No. 640979 100 |
13D | Page 19 of 33 Pages |
| 1 | NAME OF REPORTING PERSONS
Steven Gillis
|
|||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐ (b) ☐ | ||
| 3 | SEC USE ONLY
|
|||
| 4 | SOURCE OF FUNDS
AF
|
|||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 |
SOLE VOTING POWER
0 Shares
| ||
| 8 | SHARED VOTING POWER
29,610,572 Shares
| |||
| 9 | SOLE DISPOSITIVE POWER
0 Shares
| |||
| 10 | SHARED DISPOSITIVE POWER
29,610,572 Shares
|
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
29,610,572 Shares
|
|||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
19.4%
|
|||
14 |
TYPE OF REPORTING PERSON
IN
|
CUSIP No. 640979 100 |
13D | Page 20 of 33 Pages |
| Item 1. | Security and Issuer. |
This Amendment No. 1 (the “Amendment No. 1”) to the Schedule 13D filed on September 29, 2023 (the “Original 13D”), related to the Common Stock, $0.0001 par value per share (the “Common Stock”), of Neumora Therapeutics, Inc. (the “Issuer”) having its principal executive office at 490 Arsenal Way, Suite 200, Watertown, Massachusetts, 02472.
| Item 2. | IDENTITY AND BACKGROUND. |
| (a) | This statement is being filed by (1) ARCH Venture Fund VII, L.P. (“AVF VII”), (2) ARCH Venture Partners VII, L.P. (“AVP VII”) which is the sole general partner of AVF VII, (3) ARCH Venture Partners VII, LLC (“AVP VII LLC”) which is the sole general partner of AVP VII, (4) ARCH Venture Fund VIII Overage, L.P. (“AVF VIII Overage”), (5) ARCH Venture Partners VIII, LLC (“AVP VIII LLC”) which is the sole general partner of AVF VIII Overage, (6) ARCH Venture Fund X, L.P. (“AVF X”), (7) ARCH Venture Partners X, L.P. (“AVP X LP”) which is the sole general partner of AVF X, (8) ARCH Venture Partners X, LLC (“AVP X LLC”) which is the sole general partner of AVP X LP and AVP X Overage LP (defined below), (9) ARCH Venture Fund X Overage, L.P. (“AVF X Overage”), (10) ARCH Venture Partners X Overage, L.P. (“AVP X Overage LP”), which is the sole general partner of AVF X Overage, (11) ARCH Venture Fund XII, L.P. (“AVF XII”), (12) ARCH Venture Partners XII, L.P. (“AVP XII LP”) which is the sole general partner of AVF XII, (13) ARCH Venture Partners XII, LLC (“AVP XII LLC”) which is the sole general partner of AVF XII, (13) Keith Crandell (“Crandell”), (14) Robert Nelsen (“Nelsen”), (15) Clinton Bybee (“Bybee”, and together with Nelsen and Crandell, referred to individually as a Managing Director or collectively as the “AVP VII Managing Directors”, “AVP VIII Managing Directors” or “Managing Directors”, (16) Kristina Burow (“Burow”), and (17) Steven Gillis (“Gillis”, and together with Nelsen, Crandell and Burow, referred to individually as “Committee Member” or collectively as either the “AVP X Investment Committee Members” or the “AVP XII Investment Committee Members”). Each of the individuals and entities above shall be referred to herein as a “Reporting Person” and collectively as the “Reporting Persons”. |
| (b) | The business address of each of the Reporting Persons is 8755 West Higgins Road, Suite 1025, Chicago, IL, 60631. |
| (c) | The principal business of AVP VII is to act as the general partner of AVF VII, the principal business of AVP VIII LLC is to act as the general partner of AVF VIII Overage, the principal business of AVP X LP is to act as the general partner of AVF X, the principal business of AVP X Overage LP is to act as the general partner of AVF X Overage, and the principal business of AVP XII is to act as the general partner of AVF XII. The principal business of AVP VII LLC is to act as the general partner of AVP VII LP, the principal business of AVP X LLC is to act as the general partner of AVP X LP and AVF X Overage LP, and the principal business of AVP XII LLC is to act as the general partner of AVP XII LP. The principal business of each of the AVP VII Managing Directors and AVP VIII Managing Directors is to act as managing directors of AVP VII LLC and AVP VIII LLC, respectively, and as managing directors or investment committee members of a number of affiliated partnerships with similar businesses. AVP X Investment Committee Members and AVP XII Investment Committee Members act as investment committee members of AVP X LLC and AVP XII LLC, respectively, and as managing directors or investment committee members of a number of affiliated partnerships with similar businesses. |
| (d) | During the five years prior to the date hereof, none of the Reporting Persons has been convicted in a criminal proceeding. |
| (e) | During the five years prior to the date hereof, none of the Reporting Persons has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction ending in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. |
| (f) | Each of AVF VII, AVP VII, AVF VIII Overage, AVF X, AVP X LP, AVF X Overage, AVP Overage LP, AVF XII and AVP XII LP, are limited partnerships organized under the laws of the State of Delaware. Each of AVP VII LLC, AVP VIII LLC, AVP X LLC and AVP XII LLC is a limited liability company organized under the laws of the State of Delaware. Each Managing Director and/or Investment Committee Member is a US citizen. |
CUSIP No. 640979 100 |
13D | Page 21 of 33 Pages |
| Item 3. Source and Amount of Funds or Other Consideration. |
On November 3, 2023, AVF XII purchased 22,420 shares of Common Stock at purchase prices ranging from $11.08 to $11.82 in open market transactions.
On November 6, 2023, AVF XII purchased 43,082 shares of Common Stock at purchase prices ranging from $11.34 to $11.99 in open market transactions.
On November 7, 2023, AVF XII purchased 30,192 shares of Common Stock at purchase prices ranging from $11.34 to $11.67 in open market transactions.
On November 8, 2023, AVF XII purchased 92,251 shares of Common Stock at purchase prices ranging from $10.50 to $12.00 in open market transactions.
On
November 9, 2023, AVF XII purchased 31,079 shares of Common Stock at purchase prices ranging from $10.445 to $10.7975 in open market
transactions.
On November 10, 2023, AVF XII purchased 17,275 shares of Common Stock at purchase prices ranging from $10.62 to $11.8922 in open market transactions.
On November 13, 2023, AVF XII purchased 31,653 shares of Common Stock at purchase prices ranging from $11.52 to $12.00 in open market transactions.
On November 14, 2023, AVF XII purchased 3,357 shares of Common Stock at purchase prices ranging from $11.89 to $12.00 in open market transactions.
The working capital of AVF XII was the source of the funds for the purchases.
No part of the purchase price paid by AVF XII was represented by funds or other consideration borrowed or otherwise obtained for the purpose of acquiring, holding, trading or voting the shares of Common Stock described above. The total amount paid by for securities purchased in the above-listed transactions is as follows:
| AVF XII: | $ 3,066,706.03 |
On December 8, 2023, ARCH Venture Fund VII, L.P., ARCH Venture Fund VIII Overage, L.P. and Kristina Burow received 703,061, 1,176,593, and 13,977 shares of Common Stock (the “Acquisition Shares”), respectively, from the Issuer as contingent consideration as a result of the completion of a contractual milestone being achieved by the Issuer. The Issuer acquired BlackThorn Therapeutics, Inc. and agreed to pay in cash or stock, at the Issuer’s discretion, to former stockholders of BlackThorn Therapeutics upon satisfaction of contractual milestones. No additional consideration was paid for these shares.
CUSIP No. 640979 100 |
13D | Page 22 of 33 Pages |
| Item 4. | Purpose of THE Transaction. |
AVF XII and the other Reporting Persons acquired the Common Stock for investment purposes, or, in the case of the Acquisition Shares, as part of a pre-negotiated transaction. Depending on market conditions, the continuing evaluation of the business and prospects of the Issuer and other factors, AVF XII and other Reporting Persons may dispose of or acquire additional shares of Common Stock of the Issuer. Except as set forth above, none of the Reporting Persons has any present plans which relate to or would result in:
| (a) | An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; |
| (b) | A sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; |
| (c) | Any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; |
| (d) | Any material change in the present capitalization or dividend policy of the Issuer; |
| (e) | Any other material change in the Issuer's business or corporate structure; |
| (f) | Changes in the Issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person; |
| (g) | Causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; |
| (h) | A class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934; or |
| (i) | Any action similar to any of those enumerated above. |
AVF VIII Overage is the record owner
of 2,321,566 shares of Common Stock (“AVF VIII Overage Record Shares”). AVP VIII LLC, as the sole general partner of AVF
VIII Overage, may be deemed to beneficially own the AVF VIII Overage Record Shares. AVF X is the record owner of 12,205,379
shares of Common Stock (“AVF X Record Shares”). AVP X LP, as the sole general partner of AVF X LP, may be deemed to beneficially
own the AVF X Record Shares. AVP X LLC, as the sole general partner of AVP X LP, may be deemed to beneficially own the AVF X Record
Shares. AVF X Overage is the record holder
of 11,886,758 shares of Common Stock (“AVF X Overage Record Shares”). AVP X Overage LP, as the sole general partner
of AVF X Overage, may be deemed to beneficially own the AVF X Overage Record Shares. AVP X LLC, as the sole general partner of
AVF X Overage LP, may be deemed to beneficially own the AVF X Overage Record Shares. AVF XII is the record holder of
4,131,207 shares of Common Stock (“AVF XII Record Shares”). AVP XII LP, as the sole general partner of AVF XII LP,
may be deemed to beneficially own the AVF XII Record Shares. AVP XII LLC, as the sole general partner of AVF XII LP, may be deemed
to beneficially own the AVF XII Overage Record Shares. By virtue of their relationship
as affiliated entities who have overlapping general partners and managing directors, each of the Managing Directors and direct and indirect
general partners of AVF VII and AVF VIII Overage may be deemed to share the power to direct the disposition and vote of the AVF VII Record
Shares and AVF VIII Overage Shares. By virtue of their relationship as affiliated entities who have overlapping general partners and
investment committee members, each of the Investment Committee Members and direct and indirect general partners of AVF X, AVF X Overage
and AVF XII may be deemed to share the power to direct AVF X Record Shares and AVF XII Record Shares (collectively with AVF VII Record
Shares and AVF VIII Overage Record Shares, the “Record Shares”). Burow and Gillis have a pecuniary interest in AVP
VII, and Burow has a pecuniary interest in AVP VIII LP and AVP VIII Overage LP, and while they do not have voting or dispositive power
over AVF VII Record Shares or AVF VIII Record Shares, these shares were included in the beneficial ownership reporting for each. Burow is also the owner
of 34,069 shares of Common Stock of the Issuer (“Burow Stock”) and is the holder of unvested options to purchase 42,584 shares
of Common Stock (the “Burow Options”). Each Reporting Person
disclaims beneficial ownership of the Record Shares except for the shares, if any, held of record by such Reporting Person. CUSIP
No. 640979 100 The percentage of outstanding
Common Stock of the Issuer which may be deemed to be beneficially owned by each Reporting Person is set forth on Line 13 of such Reporting
Person’s cover sheet. Such percentage was calculated based on the 152,703,316 shares of Common Stock reported by the Issuer
to be outstanding on October 27, 2023 in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission on November 1,
2023. The Burow Stock is included in amounts reported by Burow. Shares underlying 6,452of the Burow Options are included in amounts reported
by Burow representing options that will vest within 60 days of this Schedule 13D. (b) Regarding
the number of shares as to which such person has: AVF VII, AVF
VIII Overage, AVF X, AVF X Overage and AVF XII are parties to that certain Amended and Restated Investors’ Rights Agreement, dated
September 22, 2022, the “Investor Rights Agreement”), which is attached as Exhibit 10.1 to the Issuer’s Form S-1 filed
on August 25, 2023. Effective as of the closing of the Issuer’s initial public offering, the covenants relating to delivery of
financial statements and inspection rights set forth in Section 3 were terminated and rights of first offer were terminated. Pursuant
to the Investor Rights Agreement, AVF VII, AVF VIII Overage, AVF X, AVF X Overage and AVF XII have certain registration rights with respect
to its Common Stock. Specifically, the Issuer has granted demand, piggyback and Form S-3 registration rights, which will terminate upon
the earlier of (i) with respect to each stockholder, such date on which all registrable shares held by such stockholder may immediately
be sold during any three-month period pursuant to Rule 144 of the Securities Act of 1933, as amended, (ii) the occurrence of a deemed
liquidation event, as defined in the Issuer’s amended and restated certificate of incorporation, as currently in effect, and (iii)
the fifth anniversary of the IPO. The foregoing
description of the Investor Rights Agreement does not purport to be complete and is qualified in its entirety by reference to the full
text of such agreement filed as an exhibit to this Schedule 13D and is incorporated herein by reference. AVF VII, AVF
VIII Overage, AVF X, AVF X Overage, AVF XII and Burow have entered into lock-up agreements with the underwriters of the Issuer’s
public offering on September 14, 2023 pursuant to which AVF VII, AVF VIII Overage, AVF X, AVF X Overage, AVF XII and Burow have generally
agreed, subject to certain exceptions, not to offer, pledge, announce the intention to sell, sell, contract to sell, sell any option
or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise dispose
of, directly or indirectly, or enter into any swap or other agreement that transfers, in whole or in part, any of the economic consequences
of ownership of the Common Stock for a period of 180 days after September 14, 2023, except with the prior written consent of JP Morgan
Securities LLC and BofA Securities, Inc. The foregoing
description of the Lock-Up Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of
such agreement, the form of which is filed as an exhibit to this Schedule 13D and is incorporated herein by reference. Exhibit
1 - Agreement of Joint Filing Exhibit
2 - Agreement of Joint Filing Exhibit
3 - Agreement of Joint Filing Exhibit
4 - Agreement of Joint Filing CUSIP
No. 640979 100 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: December 15, 2023 ARCH Venture
Fund VII, L.P. By: ARCH Venture Partners VII,
L.P. its General
Partner By: ARCH
Venture Partners VII, LLC its General
Partner By: *
Managing
Director ARCH
Venture Partners VII, L.P. By: ARCH Venture Partners VII,
LLC its General
Partner By: *
Managing
Director ARCH VENTURE PARTNERS VII, LLC By: *
Managing
Director
* Clinton Bybee
* Keith Crandell
* Robert Nelsen * By: /s/
Mark McDonnell Mark
McDonnell as Attorney-in-Fact * This
Schedule 13D was executed by Mark McDonnell pursuant to a Power of Attorney filed as Exhibit 24.2 to the Form 3 relating to the beneficial
ownership of shares of Neumora Therapeutics, Inc. by the Reporting Persons filed with the Securities Exchange Commission on September
14, 2023 and incorporated herein in its entirety by reference. CUSIP
No. 640979 100 AGREEMENT
OF JOINT FILING 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 13D need be filed with respect to the ownership by each of the undersigned of shares of Common Stock of Neumora, Inc. This Agreement may be executed in any number
of counterparts, each of which shall be deemed an original. Date: December 15, 2023 ARCH Venture
Fund VII, L.P. By: ARCH Venture Partners VII,
L.P. its General
Partner By: ARCH
Venture Partners VII, LLC its General
Partner By: *
Managing
Director ARCH
Venture Partners VII, L.P. By: ARCH Venture Partners VII,
LLC its General
Partner By: *
Managing
Director ARCH VENTURE PARTNERS VII, LLC By: *
Managing
Director
* Clinton Bybee
* Keith Crandell
* Robert Nelsen * 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 24.2 to the Form 3 relating to the
beneficial ownership of shares of Neumora Therapeutics, Inc. by the Reporting Persons filed with the Securities Exchange Commission
on September 14,2023 and incorporated herein in its entirety by reference. CUSIP
No. 640979 100
Item
5. INTEREST
OF SECURITIES OF THE ISSUER.
(a) AVF
VII is the record owner of 1,387,228 shares of Common Stock (“AVF VII Record Shares”).
AVP VII, as the sole general partner of AVF VII, may be deemed to beneficially own the AVF
VII Record Shares. AVP VII LLC, as the sole general partner of AVP VII, may be deemed
to beneficially own the AVF VII Record Shares.
13D
Page
23 of 33 Pages
(i) sole power to vote or to direct the vote:
See line 7 of cover sheets.
(ii) shared power to vote or to direct the
vote: See line 8 of cover sheets.
(iii) sole power to dispose or to direct the
disposition: See line 9 of cover sheets.
(iv) shared power to dispose or to direct
the disposition: See line 10 of cover sheets.
(c) Except
as set forth above, none of the Reporting Persons has effected any transaction in the Common
Stock during the last 60 days.
(d) No
other person is known to have the right to receive or the power to direct the receipt of
dividends from, or any proceeds from the sale of, shares beneficially owned by any of the
Reporting Persons.
(e) Not
applicable
Item
6. CONTRACTS,
ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER.
Item 7. Material
to be Filed as Exhibits.
13D
Page
24 of 33 Pages
13D
Page
25 of 33 Pages
13D
Page
26 of 33 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.
Date: December 15, 2023
ARCH VENTURE FUND VIII OVERAGE, L.P.
By: ARCH Venture Partners VIII, LLC
its General Partners
By: *
Keith Crandell
Managing Director
ARCH VENTURE PARTNERS VIII, LLC
By: *
Keith Crandell
Managing Director
* By: /s/ Mark McDonnell
Mark McDonnell as Attorney-in-Fact
* This Schedule 13D was executed by Mark McDonnell pursuant to a Power of Attorney filed as Exhibit 24.3 to the Form 3 relating to the beneficial ownership of shares of Neumora Therapeutics, Inc. by the Reporting Persons filed with the Securities and Exchange Commission on September 14, 2023 and incorporated herein in its entirety by reference.
CUSIP No. 640979 100 |
13D | Page 27 of 33 Pages |
AGREEMENT OF JOINT FILING
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 13D need be filed with respect to the ownership by each of the undersigned of shares of Common Stock of Neumora Therapeutics, Inc.
This Agreement may be executed in any number of counterparts, each of which shall be deemed an original.
Date: December 15, 2023
ARCH VENTURE FUND VIII OVERAGE, L.P.
By: ARCH Venture Partners VIII, LLC
its General Partners
By: *
Keith Crandell
Managing Director
ARCH VENTURE PARTNERS VIII, LLC
By: *
Keith Crandell
Managing Director
* 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 24.3 to the Form 3 relating to the beneficial ownership of shares of Neumora Therapeutics, Inc. by the Reporting Persons filed with the Securities and Exchange Commission on September 14, 2023 and incorporated herein in its entirety by reference.
CUSIP No. 640979 100 |
13D | Page 28 of 33 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.
Date: December 15, 2023
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: *
Robert Nelsen
Managing Director
ARCH VENTURE PARTNERS X, L.P.
By: ARCH Venture Partners X, LLC
its General Partner
By: *
Robert Nelsen
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: *
Robert Nelsen
Managing Director
CUSIP No. 640979 100 |
13D | Page 29 of 33 Pages |
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: *
Robert Nelsen
Managing Director
ARCH VENTURE PARTNERS X OVERAGE, L.P.
By: ARCH Venture Partners X, LLC
its General Partner
By: *
Robert Nelsen
Managing Director
ARCH VENTURE PARTNERS X, LLC
By: *
Robert Nelsen
Managing Director
*
Keith Crandell
*
Clinton Bybee
*
Robert Nelsen
* By: /s/ Mark McDonnell
Mark McDonnell as Attorney-in-Fact
* This Schedule 13D was executed by Mark McDonnell pursuant to Powers of Attorney filed as Exhibit 24 and 24.1 to the Form 3 relating to the beneficial ownership of shares of Neumora Therapeutics, Inc. by the Reporting Persons filed with the Securities Exchange Commission on September 14, 2023 and incorporated herein in its entirety by reference.
CUSIP No. 640979 100 |
13D | Page 30 of 33 Pages |
AGREEMENT OF JOINT FILING
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 13D need be filed with respect to the ownership by each of the undersigned of shares of Common Stock of Neumora Therapeutics, Inc.
This Agreement may be executed in any number of counterparts, each of which shall be deemed an original.
Dated: December 15, 2023
ARCH VENTURE FUND X, L.P.
By: ARCH Venture Partners IX L.P.
its General Partner
By: ARCH Venture Partners X, LLC
its General Partner
By: *
Robert Nelsen
Managing Director
ARCH VENTURE PARTNERS X, L.P.
By: ARCH Venture Partners X, LLC
its General Partner
By: *
Robert Nelsen
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: *
Robert Nelsen
Managing Director
ARCH VENTURE PARTNERS X OVERAGE, L.P.
By: ARCH Venture Partners X, LLC
its General Partner
By: *
Robert Nelsen
Managing Director
CUSIP No. 640979 100 |
13D | Page 31 of 33 Pages |
ARCH VENTURE PARTNERS X, LLC
By: *
Robert Nelsen
Managing Director
*
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 Powers of Attorney filed as Exhibit 24 and 24.1 to the Form 3 relating to the beneficial ownership of shares of Neumora Therapeutics, Inc. by the Reporting Persons filed with the Securities Exchange Commission on September 14, 2023 and incorporated herein in its entirety by reference.
CUSIP No. 640979 100 |
13D | Page 32 of 33 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.
Date: December 15, 2023
ARCH VENTURE FUND XII, L.P.
By: ARCH Venture Partners XII, L.P.
its General Partner
By: ARCH Venture Partners XII, LLC
its General Partner
By: *
Keith Crandell
Managing Director
ARCH VENTURE PARTNERS XII, L.P.
By: ARCH Venture Partners XII, LLC
its General Partner
By: *
Keith Crandell
Managing Director
ARCH VENTURE PARTNERS XII, LLC
By: *
Keith Crandell
Managing Director
*
Keith Crandell
*
Robert Nelsen
*
Kristina Burow
*
Steven Gillis
* By: /s/ Mark McDonnell
Mark McDonnell as Attorney-in-Fact
* This Schedule 13D was executed by Mark McDonnell pursuant to a Power of Attorney filed as Exhibit 24.4 to the Form 3 relating to the beneficial ownership of shares of Neumora Therapeutics, Inc. by the Reporting Persons filed with the Securities Exchange Commission on September 14, 2023 and incorporated herein in its entirety by reference.
CUSIP No. 640979 100 |
13D | Page 33 of 33 Pages |
AGREEMENT OF JOINT FILING
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 13D need be filed with respect to the ownership by each of the undersigned of shares of Common Stock of Neumora Therapeutics, Inc.
This Agreement may be executed in any number of counterparts, each of which shall be deemed an original.
Dated: December 15, 2023
ARCH VENTURE FUND XII, L.P.
By: ARCH Venture Partners XII L.P.
its General Partner
By: ARCH Venture Partners XII, LLC
its General Partner
By: *
Keith Crandell
Managing Director
ARCH VENTURE PARTNERS XII, L.P.
By: ARCH Venture Partners XII, LLC
its General Partner
By: *
Keith Crandell
Managing Director
ARCH VENTURE PARTNERS XII, LLC
By: *
Keith Crandell
Managing Director
ARCH VENTURE PARTNERS XII, LLC
By: *
Keith Crandell
Managing Director
*
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 24.4 to the Form 3 relating to the beneficial ownership of shares of Neumora Therapeutics, Inc. by the Reporting Persons filed with the Securities Exchange Commission on September 14, 2023 and incorporated herein in its entirety by reference.