Sec Form 3 Filing - Exter Neil @ PLIANT THERAPEUTICS, INC. - 2020-06-02

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Exter Neil 2. Issuer Name and Ticker or Trading Symbol PLIANT THERAPEUTICS, INC. [ PLRX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O PLIANT THERAPEUTICS, INC., 260 LITTLEFIELD AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 06/02/2020 (Street) SOUTH SAN FRANCISCO, CA94080 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 0 ( 1 ) I See Footnote ( 1 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option (right to buy) $ 6.22 ( 2 ) 03/30/2030 Common Stock 26,573 < /td> D Series A Preferred Stock ( 4 ) ( 4 ) ( 4 ) Common Stock 0 ( 3 ) I See Footnote ( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Exter Neil C/O PLIANT THERAPEUTICS, INC. 260 LITTLEFIELD AVENUE SOUTH SAN FRANCISCO, CA94080 X Signatures /s/ Anthony Franks, attorney-in-fact 06/02/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Third Rock Ventures III, L.P. ("TRV III") directly holds 279,720 shares of the Issuer's common stock. The Reporting Person is a partner of Third Rock Ventures GP III, L.P., which is the general partner of TRV III. The Reporting Person disclaims beneficial ownership over such shares, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that he is the beneficial owner of such shares. ( 2 )1/12th of the shares subject to such option vest and become exercisable in substantially equal installments on the last date of each calendar quarter, with the first tranche vesting on June 30, 2020, subject to the Reporting Person's continuous service to the Issuer on each such date. ( 3 )TRV III directly holds 5,559,440 shares of the Issuer's Series A convertible preferred stock (the "Series A Preferred Stock") on an as converted to Common Stock basis. Third Rock Ventures IV, L.P. ("TRV IV") directly holds 2,132,867 shares of the Issuer's Series A Preferred Stock on an as converted to Common Stock basis. The Reporting Person is a partner of each of Third Rock Ventures GP III, L.P. and Third Rock Ventures GP IV, L.P., which is the ultimate general partner of each of TRV III and TRV IV, respectively. The Reporting Person disclaims beneficial ownership over such shares, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that he is the beneficial owner of such shares. ( 4 )Each share of Series A Preferred Stock is convertible on a 7.15-for-1 basis into Common Stock at any time at the election of the holder and will automatically convert upon the closing of the Issuer's initial public offering into the number of shares of the Issuer's Common Stock shown in column 3 without payment or further consideration. The Series A Preferred Stock has no expiration date.

Remarks: Exhibit 24 - Power of Attorney

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 4(b)(v).

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