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SCHEDULE 13D/A 0001072613-22-000578 0001694560 XXXXXXXX LIVE 1 Common Stock, par value $0.001 05/15/2025 false 0001564824 01671P100 Allakos Inc. 149 Commonwealth Drive Suite 1090 Menlo Park CA 94025 Stephanie Brecher (410)842-4000 New Enterprise Associates 1954 Greenspring Drive, Suite 600 Timonium MD 21093 0001694560 N New Enterprise Associates 16, L.P. WC N DE 0.00 0.00 0.00 0.00 0.00 N 0.00 PN 0001712881 N NEA Partners 16, L.P. AF N DE 0.00 0.00 0.00 0.00 0.00 N 0.00 PN 0001712882 N NEA 16 GP, LLC AF N DE 0.00 0.00 0.00 0.00 0.00 N 0.00 OO 0001880239 N NEA 18 Venture Growth Equity, L.P. WC N DE 0.00 0.00 0.00 0.00 0.00 N 0.00 PN 0001898446 N NEA Partners 18 VGE, L.P. AF N DE 0.00 0.00 0.00 0.00 0.00 N 0.00 PN 0001898598 N NEA 18 VGE GP, LLC AF N DE 0.00 0.00 0.00 0.00 0.00 N 0.00 OO 0001613867 N Ali Behbahani AF N X1 0.00 0.00 0.00 0.00 0.00 N 0.00 IN 0001746342 N Carmen Chang AF N X1 0.00 0.00 0.00 0.00 0.00 N 0.00 IN 0001559827 N Anthony A. Florence, Jr. AF N X1 0.00 0.00 0.00 0.00 0.00 N 0.00 IN 0001630226 N Mohamad H. Makhzoumi AF N X1 0.00 0.00 0.00 0.00 0.00 N 0.00 IN 0001237289 N Scott D. Sandell AF N X1 0.00 0.00 0.00 0.00 0.00 N 0.00 IN 0001559807 N Peter W. Sonsini AF N X1 0.00 0.00 0.00 0.00 0.00 N 0.00 IN 0001553150 N Paul Walker AF N X1 0.00 0.00 0.00 0.00 0.00 N 0.00 IN Common Stock, par value $0.001 Allakos Inc. 149 Commonwealth Drive Suite 1090 Menlo Park CA 94025 This Amendment No. 1 ("Amendment No. 1") to Schedule 13D amends and supplements the Schedule 13D originally filed on October 11, 2022 (the "Schedule 13D") relating to the Common Stock of the Issuer. Certain terms used but not defined in this Amendment No. 1 have the meanings assigned thereto in the Schedule 13D. New Enterprise Associates 16, L.P. ("NEA 16") and NEA 18 Venture Growth Equity, L.P. ("NEA 18 VGE" and together with NEA 16, the "Funds"); NEA Partners 16, L.P. ("NEA Partners 16"), which is the sole general partner of NEA 16; NEA Partners 18 VGE, L.P. ("NEA Partners 18 VGE" and together with NEA Partners 16, the "GPLPs"), which is the sole general partner of NEA 18 VGE; NEA 16 GP, LLC ("NEA 16 LLC"), which is the sole general partner of NEA Partners 16; and NEA 18 VGE GP, LLC, which is the sole general partner of NEA Partners 18 VGE ("NEA 18 VGE LLC" and, together with NEA 16 LLC, the "GP LLCs"); and Ali Behbahani ("Behbahani"), Carmen Chang ("Chang"), Anthony A. Florence, Jr. ("Florence"), Mohamad H. Makhzoumi ("Makhzoumi"), Scott D. Sandell ("Sandell"), and Paul Walker ("Walker"), (together, the "Managers") and Peter W. Sonsini ("Sonsini"). Behbahani, Chang, Florence, Makhzoumi, Sandell and Walker are managers of the GP LLCs. The persons named in this Item 2 are referred to individually herein as a "Reporting Person" and collectively as the "Reporting Persons." The GPLPs and the GP LLCs are referred to herein as the "Control Entities." The address of the principal business office of each Fund, each Control Entity and Sandell is New Enterprise Associates, 1954 Greenspring Drive, Suite 600, Timonium, MD 21093. The address of the principal business office of Behbahani, Chang, Makhzoumi and Walker is New Enterprise Associates, 2855 Sand Hill Road, Menlo Park, CA 94025. The address of the principal business office of Florence is New Enterprise Associates, 104 5th Avenue, 19th Floor, New York, NY 10011. The principal business of each Fund is to invest in and assist growth-oriented businesses located principally in the United States. The principal business of NEA Partners 16 is to act as the sole general partner of NEA 16. The principal business of NEA Partners 18 VGE is to act as the sole general partner of NEA 18 VGE. The principal business of NEA 16 LLC is to act as the sole general partner of NEA Partners 16. The principal business of NEA 18 VGE LLC is to act as the sole general partner of NEA Partners 18 VGE. The principal business of each of the Managers is to manage the Control Entities, NEA 16, NEA 18 VGE and a number of affiliated partnerships with similar businesses. During the five years prior to the date hereof, none of the Reporting Persons has been convicted in a criminal proceeding or has been a party to a civil proceeding ending in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. During the five years prior to the date hereof, none of the Reporting Persons has been convicted in a criminal proceeding or has been a party to a civil proceeding ending in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. The GP LLCs are each a limited liability company organized under the laws of the State of Delaware. The Funds and the GPLPs are each a limited partnership organized under the laws of the State of Delaware. Each of the Managers is a United States citizen. Not applicable. On April 1, 2025, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") with Concentra Biosciences, LLC, a Delaware limited liability company ("Concentra"), and Concentra Merger Sub III, Inc., a Delaware corporation and a wholly owned subsidiary of Concentra ("Merger Sub"). Pursuant to the Merger Agreement, and upon the terms and subject to the conditions thereof, on May 15, 2025, Merger Sub completed a tender offer to purchase all of the Issuer's outstanding shares of Common Stock in exchange for $0.33 in cash per share, subject to and in accordance with the terms and conditions set forth in the Offer to Purchase, dated April 15, 2025 (the "Offer to Purchase") and in the related Letter of Transmittal (the "Letter of Transmittal" and together with the Offer to Purchase, as each may have been amended or supplemented, constituted the "Offer"). Pursuant to the Offer, NEA 16 and NEA 18 VGE tendered all of the shares of Common Stock held by NEA 16 and NEA 18 VGE, respectively. The foregoing description of the Merger Agreement, the Offer to Purchase, the Letter of Transmittal, and the transactions contemplated thereby is qualified in its entirety by reference to the full text of the Merger Agreement, a copy of which is attached as Exhibit 2.1 to the Issuer's Form 8-K filed with the Securities and Exchange Commission (the "SEC") on April 2, 2025, the Offer to Purchase, a copy of which is attached as Exhibit (a)(1)(A) to the Merger Sub's and Concentra's Schedule TO filed with the SEC on April 15, 2025 (the "Schedule TO") and the Letter of Transmittal, a copy of which is attached as Exhibit (a)(1)(B) to the Schedule TO, each of which is incorporated herein by reference. The Reporting Persons do not beneficially own any shares of Common Stock. Regarding the number of shares as to which such person has: (i) sole power to vote or to direct the vote: See line 7 of cover sheets (ii) shared power to vote or to direct the vote: See line 8 of cover sheets (iii) sole power to dispose or to direct the disposition: See line 9 of cover sheets (iv) shared power to dispose or to direct the disposition: See line 10 of cover sheets. Except as set forth in Item 4 above, none of the Reporting Persons has effected any transactions in the Common Stock during the last 60 days. No other person is known to have the right to receive or the power to direct the receipt of dividends from, or any proceeds from the sale of, Common Stock beneficially owned by any of the Reporting Persons. Each of the Reporting Persons has ceased to own beneficially five percent (5%) or more of the Issuer's Common Stock as of May 15, 2025. The information with respect to the Merger Agreement set forth in Item 4 above is incorporated herein by reference to the extent responsive to this Item 6. Exhibit 1 - Agreement regarding filing of joint Schedule 13D. Exhibit 2 - Power of Attorney regarding filings under the Securities Exchange Act of 1934, as amended. New Enterprise Associates 16, L.P. /s/ Zachary Bambach Zachary Bambach as attorney-in-fact for Anthony A. Florence Jr., Managing Partner and Co-Chief Executive Officer 05/16/2025 /s/ Zachary Bambach Zachary Bambach as attorney-in-fact for Mohamad H. Makhzoumi, Managing Partner and Co-Chief Executive Officer 05/16/2025 NEA Partners 16, L.P. /s/ Zachary Bambach Zachary Bambach as attorney-in-fact for Anthony A. Florence Jr., Managing Partner and Co-Chief Executive Officer 05/16/2025 /s/ Zachary Bambach Zachary Bambach as attorney-in-fact for Mohamad H. Makhzoumi, Managing Partner and Co-Chief Executive Officer 05/16/2025 NEA 16 GP, LLC /s/ Zachary Bambach Zachary Bambach as attorney-in-fact for Anthony A. Florence Jr., Managing Partner and Co-Chief Executive Officer 05/16/2025 /s/ Zachary Bambach Zachary Bambach as attorney-in-fact for Mohamad H. Makhzoumi, Managing Partner and Co-Chief Executive Officer 05/16/2025 NEA 18 Venture Growth Equity, L.P. /s/ Zachary Bambach Zachary Bambach as attorney-in-fact for Anthony A. Florence Jr., Managing Partner and Co-Chief Executive Officer 05/16/2025 /s/ Zachary Bambach Zachary Bambach as attorney-in-fact for Mohamad H. Makhzoumi, Managing Partner and Co-Chief Executive Officer 05/16/2025 NEA Partners 18 VGE, L.P. /s/ Zachary Bambach Zachary Bambach as attorney-in-fact for Anthony A. Florence Jr., Managing Partner and Co-Chief Executive Officer 05/16/2025 /s/ Zachary Bambach Zachary Bambach as attorney-in-fact for Mohamad H. Makhzoumi, Managing Partner and Co-Chief Executive Officer 05/16/2025 NEA 18 VGE GP, LLC /s/ Zachary Bambach Zachary Bambach as attorney-in-fact for Anthony A. Florence Jr., Managing Partner and Co-Chief Executive Officer 05/16/2025 /s/ Zachary Bambach Zachary Bambach as attorney-in-fact for Mohamad H. Makhzoumi, Managing Partner and Co-Chief Executive Officer 05/16/2025 Ali Behbahani /s/ Zachary Bambach Zachary Bambach as attorney-in-fact for Ali Behbahani 05/16/2025 Carmen Chang /s/ Zachary Bambach Zachary Bambach as attorney-in-fact for Carmen Chang 05/16/2025 Anthony A. Florence, Jr. /s/ Zachary Bambach Zachary Bambach as attorney-in-fact for Anthony A. Florence Jr. 05/16/2025 Mohamad H. Makhzoumi /s/ Zachary Bambach Zachary Bambach as attorney-in-fact for Mohamad H. Makhzoumi 05/16/2025 Scott D. Sandell /s/ Zachary Bambach Zachary Bambach as attorney-in-fact for Scott D. Sandell 05/16/2025 Peter W. Sonsini /s/ Zachary Bambach Zachary Bambach as attorney-in-fact for Peter W. Sonsini 05/16/2025 Paul Walker /s/ Zachary Bambach Zachary Bambach as attorney-in-fact for Paul Walker 05/16/2025 This Amendment No. 1 to Schedule 13D was executed by Zachary Bambach on behalf of the individuals listed above pursuant to a Power of Attorney, a copy of which is attached as Exhibit 2.