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January 12, 2023
Robert Duggan
Chairman and Chief Executive Officer
Summit Therapeutics Inc.
2882 Sand Hill Road, Suite 106
Menlo Park, CA 94025
Re:Summit Therapeutics Inc.
Registration Statement on Form S-3
Filed December 21, 2022
File No. 333-268932
Dear Robert Duggan:
            We have limited our review of your registration statement to those issues we have
addressed in our comments.  In some of our comments, we may ask you to provide us with
information so we may better understand your disclosure.
            Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.
Registration Statement on Form S-3
Subscription Price, page 40
1.Please revise to explain why the Board formed a Special Committee and identify the
members of that committee.
2.We note your disclosure that in determining the Subscription Price the Special Committee
considered the average price for the 30-day period prior to the filing of the preliminary
proxy statement on November 29, 2022.  With a view to disclosure and with reference to
your risk factor disclosure at the top of page 31, please tell what consideration, if any, the
Special Committee or Board has given or will give to revising the Initial Price to reflect
more recent market trading.  In this regard, we note that the stock price increased
significantly beginning in early December. To the extent that the Initial Price will be set at
a significant discount to the current market price, please revise the cover page to highlight

 FirstName LastNameRobert Duggan
 Comapany NameSummit Therapeutics Inc.
 January 12, 2023 Page 2
 FirstName LastName
Robert Duggan
Summit Therapeutics Inc.
January 12, 2023
Page 2
the size of the discount and the attendant risks to shareholders.
3.With a view to disclosure and with reference to the second risk factor disclosures on pages
31 and 32, please tell us what consideration the Board gave to including a floor price for
the offer and why it decided to include the Alternate Price feature.  Also, discuss what
consideration, if any, given to making subscriptions revocable in the event that the stock
price materially decreases during the offering period. Similarly tell us what steps you
would take if the Board were to determine during the pendency of the offering to conduct
a reverse stock split either during or immediately following the offering.
4.We note your statement on the cover page that to the extent the Alternate Price is lower
than the Initial Price, you will sell additional shares of common stock. Please also revise
your disclosure to discuss your plans if the Alternate Price were to decline such that the
number of shares of common stock to be offered would cause you to exceed the number
of authorized shares of common stock set forth in your certificate of incorporation.
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
            Refer to Rules 460 and 461 regarding requests for acceleration.  Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
            You may contact Alan Campbell at (202) 551-4224 or Joe McCann at (202) 551-6262
with any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:       Adam Finerman, Esq.