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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*
Canaan IX L.P.
(Last) (First) (Middle)
285 RIVERSIDE AVENUE, SUITE 250
(Street)
WESTPORT CT 06880
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/07/2015 		3. Issuer Name and Ticker or Trading Symbol
CytomX Therapeutics, Inc. [ CTMX ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X 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-1 Redeemable Convertible Preferred Stock (1) (1) Common Stock 3,566,337 (1) I See Footnote(2)
Series C Redeemable Convertible Preferred Stock (3) (3) Common Stock 1,318,418 (3) I See Footnote(2)
1. Name and Address of Reporting Person*
Canaan IX L.P.
(Last) (First) (Middle)
285 RIVERSIDE AVENUE, SUITE 250
(Street)
WESTPORT CT 06880
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Canaan Partners IX LLC
(Last) (First) (Middle)
285 RIVERSIDE AVENUE,
SUITE 250
(Street)
WESTPORT CT 06880
(City) (State) (Zip)
Explanation of Responses:
1. Each share of the issuer's Series B-1 convertible preferred stock will automatically convert into one (1) share of the issuer's Common Stock immediately prior to the completion of the issuer's initial public offering ("IPO"), for no additional consideration, and has no expiration date.
2. The shares are held directly by Canaan IX L.P. (the "Canaan Fund"). The sole general partner of the Canaan Fund is Canaan Partners IX LLC ("Canaan IX", and together with the Canaan Fund, the "Canaan Entities"), and each may be deemed to have sole voting, investment and dispositive power with respect to the shares held by the Canaan Fund. Timothy Shannon, a non-managing member of Canaan IX, serves as representative of the Canaan Entities on the issuer's board of directors. Canaan IX disclaims Section 16 beneficial ownership of the securities held by the Canaan Fund, except to the extent of its pecuniary interest therein, if any.
3. Each share of the issuer's Series C convertible preferred stock will automatically convert into one (1) share of the issuer's Common Stock immediately prior to the completion of the issuer's IPO, for no additional consideration, and has no expiration date.
Remarks:
Exhibit 24 Power of Attorney and Exhibit 99 Joint Filer Information
Canaan IX L.P., By: Canaan Partners IXLLC, its general partner, By: /s/ Jaime Slocum, Attorney-in-Fact 10/07/2015
Canaan Partners IX LLC, By: /s/ Jaime Slocum, Attorney-in-Fact 10/07/2015
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
                                                                      EXHIBIT 24

                               POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned, and if such
undersigned is not a natural person, acting by and through one of its authorized
representatives, hereby constitutes and appoints each of Guy M. Russo and Jaime
Slocum as the undersigned's true and lawful attorney-in- fact and agent, with
full power of substitution and resubstitution, for the undersigned and in the
undersigned's place and stead, in any and all capacities (until revoked in
writing) to sign any and all instruments, certificates and documents required to
be executed on behalf of the undersigned as an individual (if applicable) or in
the undersigned's capacity as a general partner or authorized signatory, as the
case may be, on behalf of any of Canaan Equity II L.P., Canaan Equity II
Entrepreneurs LLC, Canaan Equity II L.P (QP), Canaan Equity Partners II LLC,
Canaan Equity III L.P., Canaan Equity III Entrepreneurs LLC, Canaan Equity
Partners III LLC, Canaan VII L.P., Canaan Partners VII LLC, Canaan VIII L.P.,
Canaan Partners VIII LLC, Canaan IX L.P. and Canaan Partners IX LLC, in each
case pursuant to the Securities Act of 1933, as amended, (the "Securities Act"),
or the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and any
and all regulations promulgated thereunder (including filings pursuant to
Section 16 (Forms 3, 4 and 5) and Section 13 (Schedule 13D and Schedule 13G) of
the Exchange Act) and to file the same, with all exhibits thereto, and any other
documents in connection therewith, with the Securities and Exchange Commission,
and with any other entity when and if such is mandated by the Securities Act,
the Exchange Act or by the Financial Industry Regulatory Authority, granting
unto said attorney-in- fact and agent full power and authority to do and perform
each and every act and thing requisite and necessary fully to all intents and
purposes as the undersigned might or could do in person thereby, and ratifying
and confirming all that said attorney-in-fact and agent, or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue hereof,
or may have done in connection with the matters described above.

     Each of the undersigned may execute this power of attorney in separate
counterparts, and each counterpart shall be deemed to be an original instrument.
This agreement shall be effective as to each of the undersigned as of the date
signed by that signatory.


                  [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]



   IN WITNESS WHEREOF, this Power of Attorney has been signed as of the
respective dates set forth below.


     Dated: 07/25/2012                    Canaan IX L.P.

                                          By: /s/ Guy M. Russo
                                              ----------------
                                          Name:   Guy M. Russo
                                          Title: Member/Manager


     Dated: 07/25/2012                    Canaan Partners IX LLC

                                          By: /s/ Guy M. Russo
                                              ----------------
                                          Name:   Guy M. Russo
                                          Title: Member/Manager





                                                                      EXHIBIT 99

                               FORM 3 JOINT FILER INFORMATION

            Names of Joint Filers:

            Canaan IX L.P.

            Canaan Partners IX LLC


            Address of Joint Filers:

            c/o Canaan Partners
            285 Riverside Avenue, Suite 250
            Westport, CT 06880

            Designated Filer:

            Canaan IX L.P.

            Issuer and Ticker Symbol:

            CytomX Therapeutics, Inc. [CTMX]

            Date of Event:

            October 7, 2015

            Signatures of Joint Filers:

            Canaan IX L.P.

              By: Canaan Partners IX LLC

              Its General Partner

              By: /s/ Jaime Slocum
                 ----------------------
                  Attorney-in-Fact

            Canaan Partners IX LLC

              By: /s/ Jaime Slocum
                 ----------------------
                  Attorney-in-Fact