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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) |
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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Common Stock Warrant | $ 2.694 | 01/08/2015 | J | 89,261 (1) | 04/23/2013 | 04/23/2018 | Common Stock | 89,261 (1) | $ 0 | 267,786 | D (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
F2 Bioscience III, L.P. UGLAND HOUSE, SOUTH CHURCH STREET PO BOX 309 GEORGE TOWN, E9 KY1-1104 |
X | |||
F2 Bioscience GP Ltd. UGLAND HOUSE, SOUTH CHURCH STREET PO BOX 309 GEORGE TOWN, E9 KY1-1104 |
X | |||
F2 Capital Ltd PO BOX 3175 ROAD TOWN TORTOLA, D8 VG 1110 |
X | |||
Priestley Katherine UGLAND HOUSE, SOUTH CHURCH STREET PO BOX 309 GEORGE TOWN, E9 KY1-1104 |
X |
/s/ Morag Law, attorney-in-fact for F2 Bioscience III, L.P. | 01/12/2015 | |
**Signature of Reporting Person | Date | |
/s/ Morag Law, attorney-in-fact for F2 Bioscience GP Ltd. | 01/12/2015 | |
**Signature of Reporting Person | Date | |
/s/ Morag Law, attorney-in-fact for F2 Capital Limited | 01/12/2015 | |
**Signature of Reporting Person | Date | |
/s/ Morag Law, attorney-in-fact for Katherine Priestley | 01/12/2015 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(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). |
(1) | Reflects a distribution by the Reporting Person to a limited partner pursuant to a discretionary election. |
(2) | The reported securities are owned directly by F2 Bioscience III, L.P. ("F2"). Each of F2 Biosciences GP Ltd. ("F2 GP"), Katherine Priestley and F2 Capital Limited ("F2 Capital") are indirect beneficial owners of the reported securities. F2 GP is the General Partner of F2 and Katherine Priestley is a member of F2 GP. F2 Capital is an investment adviser to F2. Each of the reporting persons disclaims beneficial ownership of the securities reported herein except to the extent of their pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. |