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| August 20, 2018 | ||||
| ROBERT A. FREEDMAN | EMAIL: RFREEDMAN@FENWICK.COM Direct Dial: +1 (650) 335-7292 | |||
VIA EDGAR AND OVERNIGHT DELIVERY
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, DC 20549
| Attention: | John Reynolds, Assistant Director | |||
| Irene Barberena-Meissner, Staff Attorney | ||||
| Kevin Dougherty, Staff Attorney | ||||
| Ethan Horowitz, Accounting Branch Chief | ||||
| Wei Lu, Staff Accountant | ||||
| Re: | Sutro Biopharma, Inc. | |||
| Amendment No. 1 to Draft Registration Statement on Form S-1 | ||||
| Submitted July 10, 2018 | ||||
| CIK No. 0001382101 | ||||
Ladies and Gentlemen:
On behalf of Sutro Biopharma, Inc. (the “Company”), we are providing the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) with the Company’s proposed revisions to the chart included on pages 2 and 110 of the Registration Statement, as discussed with the Staff by telephone conference on August 17, 2018.
The Company advises the Staff that it intends to divide the original chart included in the Registration Statement into two separate and distinct charts, as shown below. The first chart will be a pipeline chart and include the Company’s two internal clinical and near-clinical stage product candidates and its two collaboration programs for which Investigational New Drug applications are expected to be filed in the near term. The second chart will be a discovery program/preclinical chart and include the Company’s internal and partnered programs that are in discovery or preclinical development stages. This discovery/preclinical chart will include its own title, as shown below, that makes it clear that these programs are in earlier stages of development and may never advance to clinical development or product candidates.
Additionally, in order to further emphasize the risks and uncertainty associated with programs in the Company’s discovery/preclinical chart, the Company advises the Staff that it intends to include additional disclosure in the risk factor section of the Registration Statement regarding the challenges of clinical development, including that the Company’s programs listed in the discovery/preclinical chart are in earlier stages of development and may never advance to clinical-stage development.
