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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 Warrants (right to buy) | $ 5.5 | 08/02/2016 | P | 1,159,090 | 08/02/2016 | 08/02/2021 | Common Stock | 1,159,090 | (1) | 1,159,090 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
ForArgos B.V. C/O FORBION CAPITAL PARTNERS GOOMIEER 2-35 1411 DC NAARDEN, P7 |
X |
/s/ M.A. van Osch as director of Forbion I Management B.V., (its director) | 08/04/2016 | |
**Signature of Reporting Person | Date | |
/s/ S.J.H. van Deventer as director of Forbion I Management B.V., (its director) | 08/04/2016 | |
**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 reported securities were purchased by the Reporting Person for $5.50 per share of common stock and accompanying warrant. The shares of common stock and warrants were purchased in combination, with one warrant to purchase up to 0.75 of a share of common stock accompanying each share of common stock. |
(2) | Consists of (i) 1,254,388 shares held by Cooperatieve AAC LS U.A. and (ii) 1,195,756 shares held by Forbion Co-Investment II Cooperatief U.A. |
(3) | Forbion 1 Management B.V., the director of Cooperatieve AAC LS U.A and ForArgos, B.V., has voting and investment power over the reported securities held by Cooperatieve AAC LS U.A. and ForArgos B.V., which are exercised through Forbion 1 Management B.V.'s investment committee, consisting of H. A. Slootweg, M. A. van Osch, G. J. Mulder and Sander van Deventer. None of the members of the investment committee have individual voting and investment power with respect to such securities, and the members disclaim beneficial ownership of such securities except to the extent of their proportionate pecuniary interests therein. Forbion 1 Co-II Management B.V., the director of Forbion Co-Investment II Cooperatief U.A., has voting and investment power over the shares held by Forbion Co-Investment II Cooperatief U.A., which are exercised through Forbion 1 Co II Management B.V.'s investment committee, consisting of H. A. Slootweg, M. A. van Osch, G. J. Mulder and Sander van Deventer. |
(4) | (Continued from Footnote 3) None of the members of the investment committee has individual voting and investment power with respect to such shares, and the members disclaim beneficial ownership of such shares except to the extent of their pecuniary interests therein. |