ThZeal - The Zeal

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^*

TSSP Sub-Fund HoldCo LLC

(Last)

(First)

(Middle)

C/O SIXTH STREET PARTNERS, LLC

2100 MCKINNEY AVENUE, SUITE 1500

(Street)

DALLAS

75201

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/17/2025

3. Issuer Name and Ticker or Trading Symbol
Caris Life Sciences, Inc. [ CAI ]

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Series C Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	6,884,058	⁽¹⁾	I	Held by Barnett Equity Holdings, LLC⁽⁵⁾⁽⁷⁾
Series C Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	15,527,951	⁽¹⁾	I	Held by TOP III Barnett Investments, LLC⁽⁵⁾⁽⁷⁾
Series C Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	13,975,155	⁽¹⁾	I	Held by TAO Barnett Investments LLC⁽⁵⁾⁽⁷⁾
Series C Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	1,915,114	⁽¹⁾	I	Held by Sixth Street Specialty Lending, Inc.⁽⁶⁾⁽⁷⁾
Series D Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	1,240,740	⁽²⁾	I	Held by Sixth Street Specialty Lending, Inc.⁽⁶⁾⁽⁷⁾
Series D Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	23,574,073	⁽²⁾	I	Held by Barnett Equity Holdings II, LLC⁽⁵⁾⁽⁷⁾
2018 Warrants	⁽³⁾	09/20/2025	Common Stock⁽³⁾	13,009,892	⁽³⁾	I	Held by Barnett Equity Holdings, LLC⁽⁵⁾⁽⁷⁾
2018 Warrants	⁽³⁾	09/20/2025	Common Stock⁽³⁾	684,731	⁽³⁾	I	Held by Sixth Street Specialty Lending, Inc.⁽⁶⁾⁽⁷⁾
2020 Warrants	⁽⁴⁾	04/02/2027	Common Stock⁽⁴⁾	10,829,823	⁽⁴⁾	I	Held by Barnett Equity Holdings, LLC⁽⁵⁾⁽⁷⁾
2020 Warrants	⁽⁴⁾	04/02/2027	Common Stock⁽⁴⁾	569,991	⁽⁴⁾	I	Held by Sixth Street Specialty Lending, Inc.⁽⁶⁾⁽⁷⁾

1. Name and Address of Reporting Person^*

TSSP Sub-Fund HoldCo LLC

(Last)

(First)

(Middle)

C/O SIXTH STREET PARTNERS, LLC

2100 MCKINNEY AVENUE, SUITE 1500

(Street)

DALLAS

75201

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Waxman Alan

(Last)

(First)

(Middle)

1 LETTERMAN DRIVE

BUILDING B, SUITE B6-100

(Street)

SAN FRANCISCO

94129

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Each share of Series C Preferred Stock of Caris Life Sciences, Inc. (the "Issuer") is convertible at the option of the holder into 0.25 shares of common stock $.001 par value of the Issuer (the "Common Stock") and will automatically convert into Common Stock immediately prior to and in connection with the closing of the Issuer's initial public offering (the "IPO"), subject to adjustment pursuant to the terms of the Issuer's amended and restated certificate of formation (the "Charter") in connection with the IPO. The Series C Preferred Stock is currently convertible and has no expiration date.

2. Each share of Series D Preferred Stock of the Issuer is convertible at the option of the holder into 0.25 shares of Common Stock of the Issuer and will automatically convert into Common Stock immediately prior to and in connection with the closing of the Issuer's IPO, subject to adjustment pursuant to the terms of the Charter in connection with the IPO. The Series D Preferred Stock is currently convertible and has no expiration date.

3. The 2018 warrants are currently exercisable at the option of the holder into shares of Series C Preferred Stock of the Issuer at an exercise price of $1.61 per share and into Common Stock at an exercise price of $6.44 per share. Immediately prior to and in connection with the closing of the Issuer's IPO the 2018 warrants will be exercised on a cashless basis into shares of Series C Preferred Stock which will then automatically convert into Common Stock, subject to adjustment pursuant to the terms of the Charter in connection with the IPO.

4. The 2020 warrants are currently exercisable into Series C preferred stock at a price of $1.93 per share and into Common Stock at a price of $7.73 per share. Immediately prior to and in connection with the closing of the Issuer's IPO the 2020 warrants will be exercised on a cashless basis into shares of Series C Preferred Stock which will then automatically convert into Common Stock, subject to adjustment pursuant to the terms of the Charter in connection with the IPO.

5. TSSP Sub-Fund Holdco, LLC, a Delaware limited liability company ("Sub-Fund HoldCo"), is the sole member of each of TAO SPV GP, LLC, a Delaware limited liability company ("TAO SPV"), and Empire SPV GP, LLC, a Delaware limited liability company ("Empire SPV"). TAO SPV is the managing member of each of (i) Barnett Equity Holdings, LLC; (ii) Barnett Equity Holdings II LLC; and (iii) TAO Barnett Investments LLC. Empire SPV is the managing member of TOP III Barnett Investments, LLC.

6. TSSP Holdco Management, LLC, a Delaware limited liability company ("Holdco Management"), manages Sixth Street Specialty Lending Advisers Holdings, LLC, a Delaware limited liability company ("Adviser Holdings"). The business and affairs of Sixth Street Specialty Lending Advisers, LLC, a Delaware limited liability company ("Adviser"), are managed by Adviser Holdings, the sole member of Adviser. Sixth Street Specialty Lending, Inc. is managed by Adviser.

7. Sub-Fund HoldCo is managed by its sole member, whose managing member is Alan Waxman ("Mr. Waxman"). Holdco Management is managed by a board of directors, which is currently comprised of Mr. Waxman. Mr. Waxman is the CEO of Holdco Management. Each Reporting Person disclaims beneficial ownership over the reported securities herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, except to the extent of its or his pecuniary interest therein.

Remarks:

Exhibit 24 - Authorization and Designation Letter, dated December 31, 2024, by Alan Waxman

	TSSP Sub-Fund Holdco, LLC, By: /s/ Joshua Peck, Vice President	06/17/2025
	Alan Waxman By: /s/ Joshua Peck, on behalf of Alan Waxman	06/17/2025
	** Signature of Reporting Person	Date
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