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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 | ||||||||
Series A Preferred Stock | (3) | 02/10/2014 | C | 9,230,769 | (3) | (3) | Common Stock | 775,694 | $ 0 | 0 | I | See footnote (2) | |||
Series B Preferred Stock | (4) | 02/10/2014 | C | 4,099,231 | (4) | (4) | Common Stock | 344,473 | $ 0 | 0 | I | See footnote (2) | |||
Series C Preferred Stock | (5) | 02/10/2014 | C | 4,851,958 | (5) | (5) | Common Stock | 407,727 | $ 0 | 0 | I | See footnote (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
George Simeon C/O S.R. ONE LIMITED 161 WASHINGTON STREET, SUITE 500 CONSHOHOCKEN, PA 19428 |
X |
/s/ Robert E. Farrell, Jr., as attorney-in-fact for Simeon George | 02/11/2014 | |
**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) | Shares issued upon the closing of the Issuer's initial public offering at the initial public offering price of $12.00 per share. |
(2) | Shares are held by S.R. One, Limited, an indirect, wholly-owned subsidiary of GlaxoSmithKline PLC. Simeon J. George is a Vice President at S.R. One, Limited and an employee of GlaxoSmithKline LLC, a wholly-owned subsidiary of GlaxoSmithKline plc. |
(3) | The shares of Series A Preferred Stock converted automatically into Common Stock, on a 1-for-11.9 basis, upon the closing of the Issuer's initial public offering, and had no expiration date. |
(4) | The shares of Series B Preferred Stock, including all accrued cumulative and unpaid dividends thereon, converted automatically into Common Stock, on a 1-for-11.9 basis, upon the closing of the Issuer's initial public offering, and had no expiration date. |
(5) | The shares of Series C Preferred Stock converted automatically into Common Stock, on a 1-for-11.9 basis, upon the closing of the Issuer's initial public offering, and had no expiration date. |