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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
HEALTHCARE VENTURES VII LP 47 THORNDIKE STREET SUITE B1-1 CAMBRIDGE, MA 02141 |
Former 10% Owner | |||
CAVANAUGH JAMES H C/O HEALTHCARE VENTURES LLC 47 THORNDIKE STREET, SUITE B1-1 CAMBRIDGE, MA 02141 |
Former 10% Owner | |||
HealthCare Partners VII, L.P. 47 THORNDIKE STREET SUITE B1-1 CAMBRIDGE, MA 02141 |
Former 10% Owner | |||
LAWLOR AUGUSTINE C/O HEALTHCARE VENTURES LLC 47 THORNDIKE STREET, SUITE B1-1 CAMBRIDGE, MA 02141 |
X | Former 10% Owner | ||
LITTLECHILD JOHN W C/O HEALTHCARE VENTURES LLC 47 THORNDIKE STREET, SUITE B1-1 CAMBRIDGE, MA 02141 |
Former 10% Owner | |||
Mirabelli Christopher C/O HEALTHCARE VENTURES LLC 47 THORNDIKE STREET, SUITE B1-1 CAMBRIDGE, MA 02141 |
Former 10% Owner | |||
WERNER HAROLD R C/O HEALTHCARE VENTURES LLC 47 THORNDIKE STREET, SUITE B1-1 CAMBRIDGE, MA 02141 |
Former 10% Owner |
/s/ Jeffrey B. Steinberg, Administrative Partner of HealthCare Partners VII, L.P., the GP of HealthCare Ventures VII, L.P. | 02/19/2016 | |
**Signature of Reporting Person | Date | |
Jeffrey B. Steinberg, Attorney-in-Fact for James Cavanaugh | 02/19/2016 | |
**Signature of Reporting Person | Date | |
Jeffrey B. Steinberg, Administrative Partner of HealthCare Partners VII, L.P. | 02/19/2016 | |
**Signature of Reporting Person | Date | |
Jeffrey B. Steinberg, Attorney-in-Fact for Augustine Lawlor | 02/19/2016 | |
**Signature of Reporting Person | Date | |
Jeffrey B. Steinberg, Attorney-in-Fact for John Littlechild | 02/19/2016 | |
**Signature of Reporting Person | Date | |
Jeffrey B. Steinberg, Attorney-in-Fact for Christopher Mirabelli | 02/19/2016 | |
**Signature of Reporting Person | Date | |
Jeffrey B. Steinberg, Attorney-in-fact for Harold Werner | 02/19/2016 | |
**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) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.48 - $1.56, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote (1) to this Form 4. |
(2) | These securities are held of record by HealthCare Ventures VII, L.P. ("HCVVII"). HealthCare Partners VII, L.P. ("HCPVII") is the General Partner of HCVVII. Each of James Cavanaugh, Christopher Mirabelli, Harold Werner, John Littlechild and Augustine Lawlor are general partners of HCPVII and exercise shared voting and investment power with respect to the shares owned by HCVVII. Each of the reporting persons disclaims beneficial ownership of such securities, except to the extent of their proportionate pecuniary interest therein. In addition, Mr. Lawlor is a member of the Board of Directors of the Issuer. |
(3) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.40 - $1.44, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote (3) to this Form 4. |
(4) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.35 - $1.42, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote (4) to this Form 4. |
Remarks: As of the date of event requiring this filing, the Reporting Persons are no longer 10% owners of the equity securities of the Issuer and, accordingly, except as noted in the next sentence, the Reporting Persons are no longer subject to Section 16 reporting in connection with their transactions in the equity securities of the Issuer. Mr. Lawlor is a director of the Issuer and in that capacity continues to have a filing obligation under Section 16. |