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*
Corning Luke

(Last) (First) (Middle)
C/O PENTWATER CAPITAL MANAGEMENT
1001 10TH AVE. SOUTH, SUITE 216

(Street)
NAPLES FL 34102

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
12/16/2020
3. Issuer Name and Ticker or Trading Symbol
Poseida Therapeutics, Inc. [ PSTX ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 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)
X Form 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)
Common Stock 4,967,227 I See Footnotes(1)(2)
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
Explanation of Responses:
1. Pentwater Capital Management LP ("Pentwater Capital"), Crown Managed Accounts SPC, Investment Opportunities 3 SPC, LMA SPC on behalf of MAP 98 Segregated Portfolio, PWCM Master Fund Ltd., Oceana Master Fund, Ltd., Pentwater Merger Arbitrage Master Fund, Ltd., Pentwater Metric Merger Arbitrage Fund LP, Pentwater Credit Master Fund Ltd., Pentwater Equity Opportunities Master Fund, Ltd., Pentwater Unconstrained Master Fund Ltd. (collectively, the "Funds") directly own the reported securities. The Reporting Person became a director of the issuer on December 16, 2020.
2. The Reporting Person may be deemed to have indirect pecuniary interest in such shares through his minority investment interest in Pentwater Credit Fund Ltd., which is the indirect owner of shares held by the Funds and as an employee of Pentwater Capital, which is the investment manager of the Funds. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
/s/ Luke Corning 12/28/2020
** 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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