SEC FORM 3 SEC Form 3
FORM 3 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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1. Name and Address of Reporting Person*
ELM STREET VENTURES L P

(Last) (First) (Middle)
33 WHITNEY AVENUE

(Street)
NEW HAVEN CT 06510

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/26/2018
3. Issuer Name and Ticker or Trading Symbol
ARVINAS HOLDING COMPANY, LLC [ ARVN ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
SERIES A PREFERRED STOCK (1) (1) COMMON STOCK 451,758 (1) I SEE FOOTNOTE(1)(4)
SERIES B PREFERRED STOCK (2) (2) COMMON STOCK 211,258 (2) I SEE FOOTNOTE(2)(4)
SERIES C PREFERRED STOCK (3) (3) COMMON STOCK 104,607 (3) I SEE FOOTNOTE(3)(4)
1. Name and Address of Reporting Person*
ELM STREET VENTURES L P

(Last) (First) (Middle)
33 WHITNEY AVENUE

(Street)
NEW HAVEN CT 06510

(City) (State) (Zip)
1. Name and Address of Reporting Person*
ELM STREET VENTURE ASSOCIATES, LLC

(Last) (First) (Middle)
33 WHITNEY AVENUE

(Street)
NEW HAVEN CT 06510

(City) (State) (Zip)
1. Name and Address of Reporting Person*
BETTIGOLE ROBERT A.

(Last) (First) (Middle)
33 WHITNEY AVENUE

(Street)
NEW HAVEN CT 06510

(City) (State) (Zip)
Explanation of Responses:
1. The Series A Preferred Stock owned by the Reporting Persons will be converted into shares of Common Stock in the Corporation on a 3.25-for-one basis into the number of shares of Common Stock shown in Column 3 at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering (the "IPO") without payment of further consideration. The shares have no expiration date.
2. The Series B Preferred Stock owned by the Reporting Persons will be converted into shares of Common Stock in the Corporation on a 3.25-for-one basis into the number of shares of Common Stock shown in Column 3 at any time at the holder's election and automatically upon the closing of the Issuer's IPO without payment of further consideration. The shares have no expiration date.
3. The Series C Preferred Stock owned by the Reporting Persons will be converted into shares of Common Stock in the Corporation on a 3.25-for-one basis into the number of shares of Common Stock shown in Column 3 at any time at the holder's election and automatically upon the closing of the Issuer's IPO without payment of further consideration. The shares have no expiration date.
4. Elm Street Ventures, LP is the direct beneficial owner of Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock. Elm Street Venture Associates, LLC is the general partner of Elm Street Ventures, LP. Robert A. Bettigole is the managing member of Elm Street Venture Associates, LLC. Elm Street Venture Associates, LLC and Robert A. Bettigole are indirect beneficial owners of Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock.
Remarks:
This Form 3 is being filed by Elm Street Ventures, LP, a Delaware limited partnership ("Elm Street"), Elm Street Venture Associates, LLC, a Delaware limited liability company ("GP"), and Robert A. Bettigole (together with Elm Street and GP, the "Reporting Persons").
s/Robert A. Bettigole, Managing Member of Elm Street Ventures Associates, LLC, the General Partner of Elm Street Ventures, LP 09/26/2018
/s/Robert A. Bettigole, Managing Member of Elm Street Venture Associates, LLC 09/26/2018
/s/Robert A. Bettigole 09/26/2018
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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