Pfizer : Description Statement of Changes in Beneficial Ownership

FORM 4

[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

STATEMENT OF CHANGES IN 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 *	2. Issuer Name and Ticker or Trading Symbol	5. Relationship of Reporting Person(s) to Issuer
		(Check all applicable)

PFIZER INC

SpringWorks Therapeutics, Inc. [ SWTX

__X__ 10% Owner

]

_____ Director

_____ Officer (give title below) _____ Other (specify below)

(Last)

(First)

(Middle)

3. Date of Earliest Transaction (MM/DD/YYYY)

235 E 42ND ST

9/17/2019

(Street)

4. If Amendment, Date Original Filed (MM/DD/YYYY)

6. Individual or Joint/Group Filing (Check Applicable Line)

NEW YORK, NY 10017

___ Form filed by One Reporting Person

(City)

(State)

(Zip)

_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security

2. Trans. Date

2A. Deemed

3. Trans. Code

4. Securities Acquired (A)

5. Amount of Securities Beneficially Owned

6.

7. Nature

(Instr. 3)

Execution

(Instr. 8)

or Disposed of (D)

Following Reported Transaction(s)

Ownership

of Indirect

Date, if any

(Instr. 3, 4 and 5)

(Instr. 3 and 4)

Form:

Beneficial

Direct (D)

Ownership

or Indirect

(Instr. 4)

(A) or

(I) (Instr.

Code

V

Amount

(D)

Price

4)

Common Stock

9/17/2019

C

978194 (1)

A

(1)

978194

D (5)

Common Stock

9/17/2019

C

3039051 (2)

A

(2)

4017245

D (5)

Common Stock

9/17/2019

C

526602 (3)

A

(3)

4543847

D (5)

Common Stock

9/17/2019

P

50000 (4)

A

$18

4593847

D (5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivate

2.

3. Trans.

3A. Deemed

4. Trans.

5. Number of

6. Date Exercisable and

7. Title and Amount of

8. Price of

9. Number of

10.

11. Nature

Security

Conversion

Date

Execution

Code

Derivative Securities

Expiration Date

Securities Underlying

Derivative

derivative

Ownership

of Indirect

(Instr. 3)

or Exercise

Date, if any

(Instr. 8)

Acquired (A) or

Derivative Security

Security

Securities

Form of

Beneficial

Price of

Disposed of (D)

(Instr. 3 and 4)

(Instr. 5)

Beneficially

Derivative

Ownership

Derivative

(Instr. 3, 4 and 5)

Owned

Security:

(Instr. 4)

Security

Following

Direct (D)

Amount or

Date

Expiration

Reported

or Indirect

Code

V

(A)

(D)

Exercisable

Date

Title

Number of

Transaction(s)

(I) (Instr.

Shares

(Instr. 4)

4)

Junior Series A

(1)

(1)

(1)

Common

978194 (1)

D (5)

Convertible

9/17/2019

C

6437500

$0

0

Stock

Preferred Stock

Series A

(2)

(2)

(2)

Common

3039051 (2)

D (5)

Convertible

9/17/2019

C

20000000

$0

0

Stock

Preferred Stock

Series B

(3)

(3)

(3)

Common

526602 (3)

D (5)

Convertible

9/17/2019

C

3465571

$0

0

Stock

Preferred Stock

Explanation of Responses:

1. Each share of Junior Series A Convertible Preferred Stock automatically converted into shares of the Issuer's Common Stock on a 6.5810:1 basis upon the closing of the Issuer's initial public offering for no additional consideration. The Junior Series A Convertible Preferred Stock had no expiration date. Such shares are held of record by Pfizer Inc. ("Pfizer").
2. Each share of Series A Convertible Preferred Stock automatically converted into shares of the Issuer's Common Stock on a 6.5810:1 basis upon the closing of the Issuer's initial public offering for no additional consideration. The Series A Convertible Preferred Stock had no expiration date. Such shares are held of record by Pfizer.
3. Each share of Series B Convertible Preferred Stock automatically converted into shares of the Issuer's Common Stock on a 6.5810:1 basis upon the closing of the Issuer's initial public offering for no additional consideration. The Series B Convertible Preferred Stock had no expiration date. Such shares are held of record by Pfizer Ventures (US) LLC, a wholly-owned subsidiary of Pfizer ("PVUS").
4. PVUS purchased such additional shares of Common Stock in the Issuer's initial public offering at the initial public offering price of $18.00 per share.
5. Each Reporting Person disclaims ownership of securities held by the other Reporting Person, except to the extent of its pecuniary interest therein.

Reporting Owners

Reporting Owner Name / Address Relationships

Director 10% Owner OfficerOther

PFIZER INC
235 E 42ND ST		X
NEW YORK, NY 10017
Pfizer Ventures (US) LLC
235 EAST 42ND STREET		X
NEW YORK, NY 10017

Signatures

Pfizer Inc., By /s/ Susan Grant, Assistant Secretary

**Signature of Reporting Person

Pfizer Ventures (US) LLC By /s/ Susan Grant, Secretary

**Signature of Reporting Person

9/19/2019

Date

9/19/2019

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 4(b)(v).
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