United States

Securities and Exchange Commission

Washington, D.C. 20549

 

 

Schedule 13G

(Rule 13d-102)

Information to be Included in Statements Filed Pursuant

to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed

Pursuant to § 240.13d-2

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)*

 

 

Erasca, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

29479A108

(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:

☐ 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 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. 29479A108    Schedule 13G    Page 1 of 8

 

 1   

Names of Reporting Persons

 

City Hill, 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     5   

Sole Voting Power

 

0

    6   

Shared Voting Power

 

12,899,360

    7   

Sole Dispositive Power

 

0

    8   

Shared Dispositive Power

 

12,899,360

 9   

Aggregate Amount Beneficially Owned by Each Reporting Person

 

12,899,360

10   

Check if the Aggregate Amount in Row (9) Excludes Certain Shares

 

Not Applicable

11   

Percent of Class Represented by Amount in Row 9

 

8.5%

12   

Type of Reporting Person

 

OO

CUSIP No. 29479A108    Schedule 13G    Page 2 of 8

 

 1   

Names of Reporting Persons

 

Jonathan E. Lim

 2   

Check the Appropriate Box if a Member of a Group

(a) ☐  (b) ☐

 

 3   

SEC Use Only

 

 4   

Citizenship or Place of Organization

 

Canada

Number of Shares Beneficially  Owned by Each Reporting Person With     5   

Sole Voting Power

 

770,500

    6   

Shared Voting Power

 

32,355,576

    7   

Sole Dispositive Power

 

770,500

    8   

Shared Dispositive Power

 

32,355,576

 9   

Aggregate Amount Beneficially Owned by Each Reporting Person

 

33,126,076

10   

Check if the Aggregate Amount in Row (9) Excludes Certain Shares

 

Not Applicable

11   

Percent of Class Represented by Amount in Row 9

 

21.8%

12   

Type of Reporting Person

 

IN

CUSIP No. 29479A108    Schedule 13G    Page 3 of 8

 

 1   

Names of Reporting Persons

 

Conyee T. Lim

 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

Number of Shares Beneficially  Owned by Each Reporting Person With     5   

Sole Voting Power

 

0

    6   

Shared Voting Power

 

19,456,216

    7   

Sole Dispositive Power

 

0

    8   

Shared Dispositive Power

 

19,456,216

 9   

Aggregate Amount Beneficially Owned by Each Reporting Person

 

19,456,216

10   

Check if the Aggregate Amount in Row (9) Excludes Certain Shares

 

Not Applicable

11   

Percent of Class Represented by Amount in Row 9

 

12.9%

12   

Type of Reporting Person

 

IN

CUSIP No. 29479A108    Schedule 13G    Page 4 of 8

 

ITEM 1.

(a)  Name of Issuer:

Erasca, Inc. (the “Issuer”).

 

  (b)

Address of Issuer’s Principal Executive Offices:

3115 Merryfield Row, Suite 300, San Diego, CA 92121

 

ITEM 2.

(a)  Name of Person Filing:

Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.” This statement is filed on behalf of:

City Hill, LLC

Jonathan E. Lim

Conyee T. Lim

 

  (b)

Address or Principal Business Office:

The principal business address of the Reporting Persons is c/o Erasca, Inc., 3115 Merryfield Row, Suite 300, San Diego, CA 92121.

 

  (c)

Citizenship of each Reporting Person is:

City Hill, LLC is organized under the laws of the State of Delaware. Jonathan E. Lim is a citizen of Canada and Conyee T. Lim is a citizen of the United States.

 

  (d)

Title of Class of Securities:

Common stock, $0.0001 par value per share (“Common Stock”).

 

  (e)

CUSIP Number:

29479A108

 

ITEM 3.

Not applicable.

CUSIP No. 29479A108    Schedule 13G    Page 5 of 8

 

ITEM 4.

Ownership.

(a-c)

The ownership information presented below represents beneficial ownership of Common Stock as of December 31, 2023, based upon 151,087,038 shares of Common Stock outstanding as of November 2, 2023, as disclosed in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2023.

 

Reporting Person   

Amount

beneficially 

owned

     

Percent

of class:

    

Sole

power

to vote

or to

direct

the vote:

     

Shared

power to

vote or to

direct the

vote:

     

Sole

power to

dispose or

to direct

the

disposition

of:

     

Shared

power to

dispose or

to direct

the

disposition

of:

  

City Hill, LLC

      12,899,360        8.5 %      0        12,899,360        0        12,899,360  

Jonathan E. Lim

      33,126,076        21.8 %      770,500        32,355,576        770,500        32,355,576  

Conyee T. Lim

      19,456,216        12.9 %      0        19,456,216        0        19,456,216  

City Hill, LLC is the record holder of 12,899,360 shares of Common Stock. Jonathan E. Lim is the Managing Partner of City Hill, LLC and as a result may be deemed to share beneficial ownership of the shares of Common Stock held of record by City Hill, LLC. Jonathan E. Lim may be deemed to beneficially own 770,500 shares of Common Stock underlying stock options exercisable on or within 60 days of December 31, 2023.

In addition, Jonathan E. Lim and Conyee T. Lim serve as co-trustees of a family trust that is the record holder of 19,456,216 shares of Common Stock. As a result, each of Jonathan E. Lim and Conyee T. Lim may be deemed to share beneficial ownership of the shares of Common Stock held of record by such trust.

 

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.

CUSIP No. 29479A108    Schedule 13G    Page 6 of 8

 

ITEM 8.

Identification and Classification of Members of the Group.

Not applicable.

 

ITEM 9.

Notice of Dissolution of Group.

Not applicable.

 

ITEM 10.

Certification.

Not applicable.

CUSIP No. 29479A108    Schedule 13G    Page 7 of 8

 

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 13, 2024

 

City Hill, LLC
By:   /s/ Jonathan E. Lim, M.D.
Name:   Jonathan E. Lim, M.D.
Title:   Managing Partner

 

Jonathan E. Lim
/s/ Jonathan E. Lim, M.D.
Conyee T. Lim
/s/ Conyee T. Lim, M.D.

CUSIP No. 29479A108    Schedule 13G    Page 8 of 8

 

LIST OF EXHIBITS

 

Exhibit No.

   

Description

99    Joint Filing Agreement (previously filed).
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