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BlossomHill director tied to OrbiMed IPO stake

BlossomHill Therapeutics, Inc. (BLSM) had director Carl L. Gordon file an initial statement of beneficial ownership.

(Neutral)
(Neutral)
Form Type
3

Rhea-AI Filing Summary

BlossomHill Therapeutics, Inc. (BLSM) had director Carl L. Gordon file an initial statement of beneficial ownership. The filing reports indirect holdings, through OrbiMed Private Investments VIII, LP, of Series A Preferred Stock and Series B Preferred Stock, together convertible into common stock on a 1-for-1 basis upon the closing of the company’s initial public offering, with no expiration date. Control and voting power over these securities are described as residing with OrbiMed entities, and members of the OrbiMed management committee, including Gordon, each disclaim beneficial ownership of the shares held by OrbiMed Private Investments VIII, LP.

Positive

  • None.

Negative

  • None.
Insider GORDON CARL L
Role Director
Type Security Shares Price Value
holding Series A Preferred Stock F1, F2 -- -- --
holding Series B Preferred Stock F1, F2 -- -- --
Holdings After Transaction: Series A Preferred Stock — 1,039,996 contracts (Indirect, By OrbiMed Private Investments VIII, LP); Series B Preferred Stock — 1,049,283 contracts (Indirect, By OrbiMed Private Investments VIII, LP)
Footnotes (2)
  1. F1. Each share of Series A Preferred Stock and Series B Preferred Stock (together, the "Preferred Stock") is convertible into 1 share of Common Stock upon the closing of the Issuer's initial public offering without payment of further consideration. The Preferred Stock has no expiration date.
  2. F2. The shares are held directly by OrbiMed Private Investments VIII, LP ("OPI VIII"). OrbiMed Capital GP VIII LLC ("GP VIII") is the general partner of OPI VIII. OrbiMed Advisors LLC ("OrbiMed Advisors") is the managing member of GP VIII. By virtue of such relationships, GP VIII and OrbiMed Advisors may be deemed to have voting power and investment power over the securities held by OPI VIII and as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment power through a management committee comprised of the Reporting Person, W. Carter Neild, and Geoffrey Hsu, each of whom disclaims beneficial ownership of the shares held by OPI VIII.
Underlying common shares from Series A Preferred Stock 1,039,996 shares Shares of common stock underlying Series A Preferred Stock held indirectly through OrbiMed Private Investments VIII, LP
Underlying common shares from Series B Preferred Stock 1,049,283 shares Shares of common stock underlying Series B Preferred Stock held indirectly through OrbiMed Private Investments VIII, LP
Conversion ratio 1 share of Preferred Stock for 1 share of Common Stock Each share of Series A and Series B Preferred Stock converts into one share of common stock upon IPO closing
beneficial ownership financial
"may be deemed to have beneficial ownership over such securities"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
Preferred Stock financial
"Each share of Series A Preferred Stock and Series B Preferred Stock"
Preferred stock is a type of ownership in a company that typically offers investors higher and more consistent dividend payments than common stock. Unlike regular shares, preferred stock usually doesn’t come with voting rights but provides a priority claim on the company’s assets and profits, making it a more stable and predictable investment option. This makes preferred stock attractive to those seeking steady income with lower risk.
initial public offering financial
"convertible into 1 share of Common Stock upon the closing of the Issuer's initial public offering"
An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.
indirect financial
"The shares are held directly by OrbiMed Private Investments VIII, LP"
management committee financial
"OrbiMed Advisors exercises voting and investment power through a management committee"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does the Form 3 filing disclose about BLSM director Carl L. Gordon’s holdings?

It discloses that Carl L. Gordon has indirect beneficial ownership of BlossomHill Therapeutics securities held by OrbiMed Private Investments VIII, LP, consisting of Series A and Series B Preferred Stock that are convertible into common stock upon the company’s initial public offering.

How many BlossomHill Therapeutics (BLSM) shares are underlying the Series A Preferred Stock?

The Series A Preferred Stock held indirectly through OrbiMed Private Investments VIII, LP is convertible into 1,039,996 shares of common stock. Each preferred share converts into one common share upon the closing of BlossomHill Therapeutics’ initial public offering, with no further consideration required.

How many BlossomHill Therapeutics (BLSM) shares are underlying the Series B Preferred Stock?

The Series B Preferred Stock held indirectly through OrbiMed Private Investments VIII, LP is convertible into 1,049,283 shares of common stock. Like the Series A, each share converts into one common share when the initial public offering closes and the preferred stock has no expiration date.

Who actually holds the BlossomHill Therapeutics (BLSM) preferred shares reported in this Form 3?

The preferred shares are held directly by OrbiMed Private Investments VIII, LP. OrbiMed Capital GP VIII LLC is its general partner and OrbiMed Advisors LLC is the managing member; OrbiMed Advisors exercises voting and investment power through a management committee.

Does Carl L. Gordon fully own the BlossomHill Therapeutics (BLSM) shares reported?

No. The filing states that OrbiMed entities may be deemed to have beneficial ownership of the securities and that the OrbiMed management committee members, including Carl L. Gordon, W. Carter Neild, and Geoffrey Hsu, each disclaim beneficial ownership of the shares held by OrbiMed Private Investments VIII, LP.

When do the BlossomHill Therapeutics (BLSM) preferred shares convert into common stock?

Each share of Series A and Series B Preferred Stock converts into one share of common stock upon the closing of BlossomHill Therapeutics’ initial public offering. The filing also notes that this preferred stock has no expiration date and requires no further consideration on conversion.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 3
FORM 3UNITED 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
OMB APPROVAL
OMB Number:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
GORDON CARL L

(Last)(First)(Middle)
C/O BLOSSOMHILL THERAPEUTICS, INC.
10255 SCIENCE CENTER DRIVE, SUITE 200

(Street)
SAN DIEGO CALIFORNIA 92121

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
08/06/2026
3. Issuer Name and Ticker or Trading Symbol
BlossomHill Therapeutics, Inc. [ BLSM ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
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 ExercisableExpiration DateTitleAmount or Number of Shares
Series A Preferred Stock (1) (1)Common Stock1,039,996(1)IBy OrbiMed Private Investments VIII, LP(2)
Series B Preferred Stock (1) (1)Common Stock1,049,283(1)IBy OrbiMed Private Investments VIII, LP(2)
Explanation of Responses:
1. Each share of Series A Preferred Stock and Series B Preferred Stock (together, the "Preferred Stock") is convertible into 1 share of Common Stock upon the closing of the Issuer's initial public offering without payment of further consideration. The Preferred Stock has no expiration date.
2. The shares are held directly by OrbiMed Private Investments VIII, LP ("OPI VIII"). OrbiMed Capital GP VIII LLC ("GP VIII") is the general partner of OPI VIII. OrbiMed Advisors LLC ("OrbiMed Advisors") is the managing member of GP VIII. By virtue of such relationships, GP VIII and OrbiMed Advisors may be deemed to have voting power and investment power over the securities held by OPI VIII and as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment power through a management committee comprised of the Reporting Person, W. Carter Neild, and Geoffrey Hsu, each of whom disclaims beneficial ownership of the shares held by OPI VIII.
/s/ Vincent Liptak, Attorney-in-Fact08/06/2026
** Signature of Reporting PersonDate
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 3: SEC 1473 (03-26)

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