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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 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 B Preferred Stock | (1) | 07/06/2016 | C | 4,366,825 | (1) | (1) | Common Stock | 1,164,486 | $ 0 | 0 | I | See Footnote (2) | |||
Series B Preferred Stock | (1) | 07/06/2016 | C | 83,129 | (1) | (1) | Common Stock | 22,167 | $ 0 | 0 | I | See Footnote (3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Polaris Management Co. VII, L.L.C. ONE MARINA PARK DRIVE, 10TH FLOOR BOSTON, MA 02210 |
X | |||
Polaris Partners VII, L.P. ONE MARINA PARK DRIVE, 10TH FLOOR BOSTON, MA 02210 |
X | |||
Polaris Entrepreneurs' Fund VII, L.P. ONE MARINA PARK DRIVE, 10TH FLOOR BOSTON, MA 02210 |
X |
Polaris Management Co. VII, L.L.C. By: /s/ Mary Blair Name: Mary Blair Title: Chief Financial Officer | 07/07/2016 | |
**Signature of Reporting Person | Date | |
Polaris Partners VII, L.P. By: Polaris Management Co. VII, L.L.C. By: /s/ Mary Blair Name: Mary Blair Title: Chief Financial Officer | 07/07/2016 | |
**Signature of Reporting Person | Date | |
Polaris Entrepreneurs' Fund VII, L.P. By: Polaris Management Co. VII, L.L.C. By: /s/ Mary Blair Name: Mary Blair Title: Chief Financial Officer | 07/07/2016 | |
**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 Series B Preferred Stock converted into Common Stock on a 3.75-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series B Preferred Stock was convertible at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The shares had no expiration date. |
(2) | The reportable securities are owned directly by Polaris Partners VII, L.P. ("PP VII"). Polaris Management Co. VII, L.L.C. ("PMC VII") is the general partner of PP VII. PMC VII disclaims beneficial ownership of these securities and this report shall not be deemed an admission that PMC VII is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of its pecuniary interest therein. |
(3) | The reportable securities are owned directly by Polaris Entrepreneurs' Fund VII, L.P. ("PEF VII"). PMC VII is the general partner of PEF VII. PMC VII disclaims beneficial ownership of these securities and this report shall not be deemed an admission that PMC VII is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of its pecuniary interest therein. |