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* Boxer Capital, LLC (Last) (First) (Middle) 11682 EL CAMINO REAL, SUITE 320 (Street) SAN DIEGO CA 92130 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 07/23/2020	3. Issuer Name and Ticker or Trading Symbol iTeos Therapeutics, Inc. [ ITOS ]
		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 B-2 Preferred Stock	(1)	(1)	Common Stock	2,943,568(2)	(1)	D(3)
Series B-2 Preferred Stock	(1)	(1)	Common Stock	48,691(2)	(1)	D(4)

1. Name and Address of Reporting Person* Boxer Capital, LLC (Last) (First) (Middle) 11682 EL CAMINO REAL, SUITE 320 (Street) SAN DIEGO CA 92130 (City) (State) (Zip)

1. Name and Address of Reporting Person* Boxer Asset Management Inc. (Last) (First) (Middle) 11682 EL CAMINO REAL, SUITE 320 (Street) SAN DIEGO CA 92130 (City) (State) (Zip)

1. Name and Address of Reporting Person* LEWIS JOSEPH (Last) (First) (Middle) 11682 EL CAMINO REAL, SUITE 320 (Street) SAN DIEGO CA 92130 (City) (State) (Zip)

1. Name and Address of Reporting Person* MVA Investors, LLC (Last) (First) (Middle) 11682 EL CAMINO REAL, SUITE 320 (Street) SAN DIEGO CA 92130 (City) (State) (Zip)

Explanation of Responses:

1. Each share of Series B-2 Convertible Preferred stock is convertible at any time, at the Reporting Person's election, into Common Stock, based on the then-applicable conversion rate and has no expiration date.

2. The shares of Series B-2 Convertible Preferred stock held by Boxer Capital, LLC ("Boxer Capital") will convert automatically into 2,943,568 shares of Common Stock upon the closing of the Issuer's initial public offering. The shares of Series B-2 Convertible Preferred stock held by MVA Investors, LLC ("MVA Investors") will convert automatically into 48,691 shares of Common Stock upon the closing of the Issuer's initial public offering. These amounts reflect a 1-for-3.3115 reverse stock split which became effective on July 20, 2020.

3. These securities are owned directly by Boxer Capital, which may be deemed to be a member of a "group" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, consisting of (i) Boxer Capital, (ii) Boxer Asset Management Inc., (iii) MVA Investors, (iv) Aaron I. Davis, and (v) Joe Lewis (collectively, the "Boxer Group"). Each member of the Boxer Group other than Boxer Capital disclaims beneficial ownership of these securities to the extent it does not have a pecuniary interest therein.

4. These securities are owned directly by MVA Investors. Each member of the Boxer Group other than MVA Investors disclaims beneficial ownership of these securities to the extent it or he does not have a pecuniary interest therein.

Remarks:

	Boxer Capital, LLC, By: /s/ Aaron I. Davis, Chief Executive Officer	07/23/2020
	Boxer Asset Management, Inc., By: /s/ Jason C. Callender, Director	07/23/2020
	/s/ Joseph C. Lewis	07/23/2020
	MVA Investors, LLC, By: /s/ Aaron I. Davis, Chief Executive Officer	07/23/2020
	** Signature of Reporting Person	Date
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