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*
Novartis Bioventures Ltd

(Last) (First) (Middle)
C/O NOVARTIS VENTURE FUND
FORUM 1 - 1.32, LICHTSTRASSE 35

(Street)
BASEL V8 CH-4056

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
11/06/2019
3. Issuer Name and Ticker or Trading Symbol
Galera Therapeutics, Inc. [ GRTX ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 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)
Form filed by One Reporting Person
X 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 Exercisable Expiration Date Title Amount or Number of Shares
Series A Preferred Stock (2) (2) Common Stock 1,779,864 (2) I See footnote(1)
Series B Preferred Stock (2) (2) Common Stock 1,423,891 (2) I See footnote(1)
Series C Preferred Stock (2) (2) Common Stock 89,311 (2) I See footnote(1)
1. Name and Address of Reporting Person*
Novartis Bioventures Ltd

(Last) (First) (Middle)
C/O NOVARTIS VENTURE FUND
FORUM 1 - 1.32, LICHTSTRASSE 35

(Street)
BASEL V8 CH-4056

(City) (State) (Zip)
1. Name and Address of Reporting Person*
NOVARTIS AG

(Last) (First) (Middle)
LICHTSTRASSE 35

(Street)
BASEL V8 CH-4056

(City) (State) (Zip)
Explanation of Responses:
1. Novartis Bioventures Ltd. Is the record holder of the securities reported herein. As the indirect parent of Novartis Bioventures Ltd., Novartis AG may be deemed to share beneficial ownership of these securities.
2. Each share of the Issuer's preferred stock is convertible into shares of the Issuer's common stock on a 0.197763-for-one basis at the holder's election and has no expiration date. The preferred stock will automatically convert into common stock upon the closing of the Issuer's initial public offering.
Remarks:
Exhibit 24 - Power of Attorney
Novartis Bioventures Ltd., By: /s/ Bart Dzikowski, Name: Bart Dzikowski, Title: Secretary of the Board, By: /s/ Stephan Sandmeier, Name: Stephan Sandmeier, Title: Authorized Signatory 11/06/2019
Novartis AG, By: /s/ Bart Dzikowski, Name: Bart Dzikowski, Title: Attorney-in-Fact, By: /s/ Stephan Sandmeier, Name: Stephan Sandmeier, Title: Attorney-in-Fact 11/06/2019
** 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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                                   EXHIBIT 24

                               POWER OF ATTORNEY


     We, the undersigned, under the authority granted to each of us to sign
jointly on behalf of Novartis AG, hereby grant powers to Bart Dzikowski, Anja
Koenig, Stephan Sandmeier, Florian Muellershausen, Beat Steffen, Marc Ceulemans
and Florent Gros and constitute and appoint any two of them jointly as our true
and lawful attorneys and representatives and to act on our behalf and to sign
filings to be made with the U.S. Securities and Exchange Commission (the "SEC")
relating to the shares of Galera Therapeutics, Inc. (the "Company") held by
Novartis Bioventures Ltd., an indirect subsidiary of Novartis AG, as required by
the SEC (the "SEC Filings"), and to undertake and carry out all tasks and
formalities on our behalf which may be required in connection with giving effect
to the SEC Filings.

We, the undersigned, undertake to ratify and confirm whatever our true and
lawful attorneys do or purport to do in good faith in the exercise of any power
conferred by this Power of Attorney.

We, the undersigned, declare that a person who deals with our true and lawful
attorneys in good faith may accept a written statement signed by such attorneys
to the effect that this Power of Attorney has not been revoked as
conclusive evidence of that fact.

The authority granted by this Power of Attorney shall expire immediately  after
the SEC Filings are no longer required.

IN WITNESS WHEREOF, this Power of Attorney is duly signed on this  21 day of
February 2019.


                                                    Novartis AG

                                                   /s/ K. Roth Pellanda
                                                   Name: Katja Roth Pellanda
                                                   Title: Authorized Signatory


                                                   /s/ C. Rehm
                                                   Name: Christian Rehm
                                                   Title: Authorized Signatory