| Item 1. | |
| (a) | Name of issuer:
IN8BIO, INC. |
| (b) | Address of issuer's principal executive offices:
EMPIRE STATE BUILDING, 350 5TH AVENUE, SUITE 5330, NEW YORK, NY, 10118. |
| Item 2. | |
| (a) | Name of person filing:
This Amendment No. 2 to Schedule 13G (this "Statement") is filed by Transcend Partners Opportunity Fund I LLC (the "Reporting Person"). |
| (b) | Address or principal business office or, if none, residence:
The principal business address of the Reporting Person is as follows:
10 Orinda View Road
Orinda, CA 94563 |
| (c) | Citizenship:
The citizenship of each of the Reporting Person is the United States of America. |
| (d) | Title of class of securities:
Common Stock, $0.0001 Par Value Per Share |
| (e) | CUSIP No.:
45674E208 |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
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| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
See response to Item 9 on the cover page.
Consists of shares of Common Stock held by Transcend Partners Opportunity Fund I LLC ("Transcend"). Any action with respect to the shares of Common Stock held by Transcend, including voting and dispositive decisions, requires at least a majority vote of its managing members, Grant Fairbairn, Nina Fairbairn, and Scott Kintz, each of whom disclaim beneficial ownership of such shares. |
| (b) | Percent of class:
See response to Item 11 on the cover page.
Based on the quotient obtained by dividing (a) the aggregate number of shares of Common Stock of the Issuer beneficially owned by the Reporting Person as set forth in Row 9 on the cover page by (b) 4,078,139 shares of Common Stock of the Issuer outstanding as of June 30, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 7, 2025. |
| (c) | Number of shares as to which the person has:
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| | (i) Sole power to vote or to direct the vote:
See response to Item 5 on the cover page.
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| | (ii) Shared power to vote or to direct the vote:
See response to Item 6 on the cover page.
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| | (iii) Sole power to dispose or to direct the disposition of:
See response to Item 7 on the cover page.
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| | (iv) Shared power to dispose or to direct the disposition of:
See response to Item 8 on the cover page.
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| Item 5. | Ownership of 5 Percent or Less of a Class. |
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Ownership of 5 percent or less of a class
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
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Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
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Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. |
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Not Applicable
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| Item 9. | Notice of Dissolution of Group. |
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Not Applicable
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