Sec Form 3 Filing - Fairmount Funds Management LLC @ GLYCOMIMETICS INC - 2025-06-13

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Fairmount Funds Management LLC
2. Issuer Name and Ticker or Trading Symbol
GLYCOMIMETICS INC [ CBIO]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
200 BARR HARBOR DRIVE, SUITE 400
3. Date of Earliest Transaction (MM/DD/YY)
06/13/2025
(Street)
WEST CONSHOHOCKEN, PA19428
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Ordinary Shares 1,387,866 ( 1 ) ( 2 ) ( 3 ) I By Fairmount Healthcare Fund II L.P. ( 4 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Non-Voting Preferred Shares ( 5 ) ( 5 ) ( 5 ) Ordinary Shares 2,890,000 ( 1 ) ( 2 ) ( 6 ) I By Fairmount Healthcare Fund II L.P. ( 4 )
Pre-funded Warrant $ 0.001 ( 7 ) ( 7 ) Ordinary Shares 1,636,706 ( 1 ) ( 2 ) ( 8 ) I By Fairmount Healthcare Fund II L.P. ( 4 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Fairmount Funds Management LLC
200 BARR HARBOR DRIVE, SUITE 400
WEST CONSHOHOCKEN, PA19428
X X
Fairmount Healthcare Fund II L.P.
200 BARR HARBOR DRIVE, SUITE 400
WEST CONSHOHOCKEN, PA19428
X X
Kiselak Tomas
200 BARR HARBOR DRIVE, SUITE 400
WEST CONSHOHOCKEN, PA19428
X X
Harwin Peter Evan
200 BARR HARBOR DRIVE, SUITE 400
WEST CONSHOHOCKEN, PA19428
X X
Signatures
/s/ Tomas Kiselak, Managing Member of Fairmount Funds Management LLC 06/23/2025
Signature of Reporting Person Date
/s/ Tomas Kiselak, Managing Member of Fairmount Healthcare Fund II L.P. 06/23/2025
Signature of Reporting Person Date
/s/ Tomas Kiselak 06/23/2025
Signature of Reporting Person Date
/s/ Peter Harwin 06/23/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Effective as of June 13, 2025 (the "Effective Time"), (i) a wholly-owned subsidiary of GlycoMimetics, Inc. ("GlycoMimetics") merged with and into Crescent Biopharma, Inc. ("Crescent") with Crescent continuing as a wholly owned subsidiary of GlycoMimetics and the surviving corporation of the merger and (ii) immediately thereafter, Crescent merged with and into a second wholly-owned subsidiary of GlycoMimetics ("Second Merger Sub"), with Second Merger Sub being the surviving entity of the merger (collectively, the "Merger"). At the Effective Time, GlycoMimetics changed its name to "Crescent Biopharma, Inc." (hereinafter, the "Issuer").
( 2 )This Form gives effect to the Issuer's completion of a conversion from a corporation organized under the laws of the State of Delaware (the "Delaware Corporation") to an exempted company incorporated under the laws of the Cayman Islands (the "Cayman Company"), effective as of June 16, 2025. In connection therewith, (a) each outstanding share of common stock of the Delaware Corporation was automatically converted into one ordinary share of the Cayman Company, (b) each outstanding share of Series A Non-Voting Convertible Preferred Stock of the Delaware Corporation was automatically converted into one outstanding Series A Non-Voting Convertible Preferred Share of the Cayman Company, and (c) each pre-funded warrant to acquire shares of common stock of the Delaware Corporation continued in existence in the form of and automatically became a pre-funded warrant to acquire an equal number of ordinary shares of the Cayman Company under the same terms and conditions.
( 3 )Represents the number of the Issuer's ordinary shares received by the Reporting Person in the Merger in exchange for the shares of Crescent's common stock held by the Reporting Person prior to the Merger. Each share of Crescent's common stock held at the Effective Time was exchanged for 0.1445 of the Issuer's ordinary shares.
( 4 )Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. Peter Harwin and Tomas Kiselak are the managers of Fairmount. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.
( 5 )Series A Non-Voting Convertible Preferred Shares of the Issuer, par value $0.001 per share (the "Issuer Preferred Shares") are convertible into the Issuer's ordinary shares at any time at the option of the holder thereof, based on the Conversion Ratio and subject to certain limitations, including the Beneficial Ownership Limitation (as such terms are defined in the Certificate of Designation for the Issuer Preferred Shares filed with the Securities and Exchange Commission as Exhibit 3.6 to the Issuer's Form 8-K filed on June 18, 2025). The Issuer Preferred Shares have no expiration date.
( 6 )Represents the number of the Issuer's ordinary shares underlying 2,890 Issuer Preferred Shares received by the Reporting Person in the Merger in exchange for the shares of Crescent's Series Seed Convertible Preferred Stock ("Crescent Preferred Stock") held by the Reporting Person prior to the Merger. Each share of Crescent Preferred Stock held at the Effective Time was exchanged for 0.0001445 Issuer Preferred Shares.
( 7 )The pre-funded warrants to purchase the Issuer's ordinary shares (the "Issuer Pre-Funded Warrants") have no expiration date and are exercisable at any time after the date of issuance. A holder of Issuer Pre-Funded Warrants may not exercise the Issuer Pre-Funded Warrant if the holder, together with its affiliates, would beneficially own more than 9.99% of the number ordinary shares outstanding immediately after giving effect to such exercise.
( 8 )Represents the number of Issuer Pre-Funded Warrants received by the Reporting Person in the Merger in exchange for pre-funded warrants to purchase shares of Crescent's common stock (the "Crescent Pre-Funded Warrants") held by the Reporting Person prior to the Merger. Each Crescent Pre-Funded Warrant held at the Effective Time was exchanged for 0.1445 Issuer Pre-Funded Warrants.

Remarks:
Exhibit 24 - Power of Attorney Fairmount and Fairmount Healthcare Fund II LP may each be deemed a director by deputization of the Issuer by virtue of the fact that Peter Harwin serves on the board of directors of the Issuer and is a manager of Fairmount.

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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