Blackstone : Initial Statement of Beneficial Ownership

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF

SECURITIES

OMB APPROVAL

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the

Investment Company Act of 1940

1. Name and Address of Reporting Person *

2. Date of Event Requiring

3. Issuer Name and Ticker or Trading Symbol

Statement (MM/DD/YYYY)

Blackstone Clarus GP L.P.

11/6/2019

Galera Therapeutics, Inc. [GRTX]

(Last)

(First)

(Middle)

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

C/O THE BLACKSTONE GROUP

_____ Director

___X___ 10% Owner

INC., 345 PARK AVENUE

_____ Officer (give title below)

_____ Other (specify below)

(Street)

5. If Amendment, Date

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

NEW YORK, NY 10154

Original Filed(MM/DD/YYYY)

___ Form filed by One Reporting Person

_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security

2. Amount of Securities

3. Ownership

4. Nature of Indirect Beneficial Ownership

(Instr. 4)

Beneficially Owned

Form: Direct

(Instr. 5)

(Instr. 4)

(D) or Indirect

(I)

(Instr. 5)

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

1. Title of Derivate Security

2. Date Exercisable

3. Title and Amount of

4. Conversion

5. Ownership

6. Nature of Indirect

(Instr. 4)

and Expiration Date

Securities Underlying

or Exercise

Form of

Beneficial Ownership

(MM/DD/YYYY)

Derivative Security

Price of

Derivative

(Instr. 5)

(Instr. 4)

Derivative

Security:

Security

Direct (D) or

Date

Expiration

Title

Amount or

Indirect (I)

Exercisable

Date

Number of

(Instr. 5)

Shares

Series C Redeemable

(1)

(1)

Common

2334966

(1)

I

See

Convertible Preferred Stock

Stock

Footnotes (2)(6)(7)(8)(9)

Series C Redeemable

(1)

(1)

Common

1552035

(1)

I

See

Convertible Preferred Stock

Stock

Footnotes (3)(6)(7)(8)(9)

Series C Redeemable

(1)

(1)

Common

2807372

(1)

I

See

Convertible Preferred Stock

Stock

Footnotes (4)(6)(7)(8)(9)

Series C Redeemable

(1)

(1)

Common

561385

(1)

I

See

Convertible Preferred Stock

Stock

Footnotes (5)(6)(7)(8)(9)

Explanation of Responses:

1. These shares of the Issuer's Series C redeemable convertible preferred stock ("Redeemable Convertible Preferred Stock") are convertible into shares of the Issuer's common stock ("Common Stock") on a 0.197763-for-one basis at the holder's election and have no expiration date. The Redeemable Convertible Preferred Stock will automatically convert into Common Stock upon the closing of the Issuer's initial public offering.
2. These securities are held directly by Clarus IV-A, L.P.
3. These securities are held directly by Clarus IV-B, L.P.
4. These securities are held directly by Clarus IV-C, L.P.
5. These securities are held directly by Clarus IV-D, L.P. (collectively, with Clarus IV-A, L.P., Clarus IV-B, L.P. and Clarus IV-C, L.P., the "Clarus Funds").
6. The general partner of each of the Clarus Funds is Clarus IV GP, L.P. The general partner of Clarus IV GP, L.P. is Blackstone Clarus GP L.P. The general partner of Blackstone Clarus GP L.P. is Blackstone Clarus GP L.L.C. The sole member of Blackstone Clarus GP L.L.C. is Blackstone Holdings II L.P. The general partner of Blackstone Holdings II L.P. is Blackstone Holdings I/II GP L.L.C. The sole member of Blackstone Holdings I/II GP L.L.C. is The Blackstone Group Inc. The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone

Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

1. Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 3.
2. Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
3. Each of such Reporting Persons may be deemed to beneficially own the securities reported herein directly or indirectly controlled by it or him, but each (other than the Clarus Funds to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

Reporting Owners

Reporting Owner Name / Address		Relationships
Director	10% OwnerOfficerOther
Blackstone Clarus GP L.P.
C/O THE BLACKSTONE GROUP INC.		X
345 PARK AVENUE
NEW YORK, NY 10154
Blackstone Clarus GP L.L.C.
C/O THE BLACKSTONE GROUP INC.		X
345 PARK AVENUE
NEW YORK, NY 10154
Blackstone Holdings II L.P.
C/O THE BLACKSTONE GROUP INC		X
345 PARK AVENUE
NEW YORK, NY 10154
Blackstone Holdings I/II GP L.L.C.
C/O THE BLACKSTONE GROUP INC.		X
345 PARK AVENUE
NEW YORK, NY 10154
Blackstone Group Inc
345 PARK AVENUE		X
NEW YORK, NY 10154
Blackstone Group Management L.L.C.
C/O THE BLACKSTONE GROUP INC.		X
345 PARK AVENUE
NEW YORK, NY 10154
SCHWARZMAN STEPHEN A
C/O THE BLACKSTONE GROUP INC.		X
345 PARK AVENUE
NEW YORK, NY 10154

Signatures

BLACKSTONE CLARUS GP L.P., By: Blackstone Clarus GP L.L.C., its general partner, By: /s/ John G. Finley, Name: John G.

Finley, Title: Chief Legal Officer

**Signature of Reporting Person

BLACKSTONE CLARUS GP L.L.C., By: /s/ John G. Finley, Name: John G. Finley, Title: Chief Legal Officer

**Signature of Reporting Person

BLACKSTONE HOLDINGS II L.P., By: Blackstone Holdings I/II GP L.L.C., its general partner, By: /s/ John G. Finley, Name:

John G. Finley, Title: Chief Legal Officer

**Signature of Reporting Person

BLACKSTONE HOLDINGS I/II GP L.L.C., By: /s/ John G. Finley, Name: John G. Finley, Title: Chief Legal Officer

**Signature of Reporting Person

THE BLACKSTONE GROUP INC., By: /s/ John G. Finley, Name: John G. Finley, Title: Chief Legal Officer

**Signature of Reporting Person

BLACKSTONE GROUP MANAGEMENT L.L.C., By: /s/ John G. Finley, Name: John G. Finley, Title: Chief Legal Officer

**Signature of Reporting Person

/s/ Stephen A. Schwarzman

11/6/2019

Date

11/6/2019

Date

11/6/2019

Date

11/6/2019

Date

11/6/2019

Date

11/6/2019

Date

11/6/2019

**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).
  Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

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