4//SEC Filing
Venkataraman Sriram 4
Accession 0000899243-17-024502
CIK 0001494650other
Filed
Oct 18, 8:00 PM ET
Accepted
Oct 19, 5:38 PM ET
Size
45.8 KB
Accession
0000899243-17-024502
Insider Transaction Report
Form 4
OptiNose, Inc.OPTN
Venkataraman Sriram
Director10% Owner
Transactions
- Conversion
Common Stock
2017-10-17+12,077,563→ 13,065,855 total(indirect: By Avista Capital investment fund) - Conversion
Series C Convertible Preferred Stock
2017-10-17−2,786,097→ 0 total(indirect: By Avista Capital investment fund)→ Common Stock (8,045,969 underlying) - Conversion
Common Stock
2017-10-17+3,966,107→ 4,290,651 total(indirect: By Avista Capital investment fund) - Conversion
Series D Convertible Preferred Stock
2017-10-17−216,189→ 0 total(indirect: By Avista Capital investment fund)→ Common Stock (624,332 underlying) - Award
Common Stock
2017-10-17$16.00/sh+291,516$4,664,256→ 4,290,651 total(indirect: By Avista Capital investment fund) - Conversion
Series C-1 Convertible Preferred Stock
2017-10-17−824,986→ 0 total(indirect: By Avista Capital investment fund)→ Common Stock (2,382,477 underlying) - Conversion
Series C-2 Convertible Preferred Stock
2017-10-17−28,286→ 0 total(indirect: By Avista Capital investment fund)→ Common Stock (81,687 underlying) - Award
Common Stock
2017-10-17$16.00/sh+70,763$1,132,208→ 1,041,511 total(indirect: By Avista Capital investment fund) - Conversion
Series C Convertible Preferred Stock
2017-10-17−914,916→ 0 total(indirect: By Avista Capital investment fund)→ Common Stock (2,642,185 underlying) - Conversion
Series C-1 Convertible Preferred Stock
2017-10-17−270,915→ 0 total(indirect: By Avista Capital investment fund)→ Common Stock (782,375 underlying) - Conversion
Series C Convertible Preferred Stock
2017-10-17−222,089→ 0 total(indirect: By Avista Capital investment fund)→ Common Stock (641,370 underlying) - Conversion
Series C-1 Convertible Preferred Stock
2017-10-17−65,761→ 0 total(indirect: By Avista Capital investment fund)→ Common Stock (189,911 underlying) - Conversion
Series D Convertible Preferred Stock
2017-10-17−17,233→ 0 total(indirect: By Avista Capital investment fund)→ Common Stock (49,767 underlying) - Conversion
Series C-2 Convertible Preferred Stock
2017-10-17−116,529→ 0 total(indirect: By Avista Capital investment fund)→ Common Stock (336,524 underlying) - Conversion
Series C-2 Convertible Preferred Stock
2017-10-17−354,855→ 0 total(indirect: By Avista Capital investment fund)→ Common Stock (1,024,785 underlying) - Award
Common Stock
2017-10-17$16.00/sh+887,721$14,203,536→ 988,292 total(indirect: By Avista Capital investment fund) - Conversion
Common Stock
2017-10-17+962,735→ 1,041,511 total(indirect: By Avista Capital investment fund)
Footnotes (7)
- [F1]Represents shares of the Issuer received by Avista Capital Partners II, L.P. ("ACP II") upon the conversion of Series C Convertible Preferred Stock, Series C-1 Convertible Preferred Stock, Series C-2 Convertible Preferred Stock and Series D Convertible Preferred Stock upon the closing of the Issuer's initial public offering.
- [F2]Represents shares of the Issuer received by Avista Capital Partners (Offshore) II, L.P. ("ACP II Offshore") upon the conversion of Series C Convertible Preferred Stock, Series C-1 Convertible Preferred Stock, Series C-2 Convertible Preferred Stock and Series D Convertible Preferred Stock upon the closing of the Issuer's initial public offering.
- [F3]Represents shares of the Issuer received by Avista Capital Partners (Offshore) II-A, LP ("ACP II-A Offshore") upon the conversion of Series C Convertible Preferred Stock, Series C-1 Convertible Preferred Stock, Series C-2 Convertible Preferred Stock and Series D Convertible Preferred Stock upon the closing of the Issuer's initial public offering.
- [F4]Represents shares of the Issuer held by ACP II. Avista Capital Partners II GP, LLC ("ACP II GP") is the general partner of ACP II. Mr. Venkataraman is a member of the investment committee of ACP II GP. By virtue of this relationship, Mr. Venkataraman may be deemed to share voting and investment power with respect to the shares held by ACP II. Mr. Venkataraman disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.
- [F5]Represents shares of the Issuer held by ACP II Offshore. ACP II GP is the general partner of ACP II Offshore. Mr. Venkataraman is a member of the investment committee of ACP II GP. By virtue of this relationship, Mr. Venkataraman may be deemed to share voting and investment power with respect to the shares held by ACP II Offshore. Mr. Venkataraman disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.
- [F6]Represents shares of the Issuer held by ACP II-A Offshore. ACP II GP is the general partner of ACP II-A Offshore. Mr. Venkataraman is a member of the investment committee of ACP II GP. By virtue of this relationship, Mr. Venkataraman may be deemed to share voting and investment power with respect to the shares held by ACP II-A Offshore. Mr. Venkataraman disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.
- [F7]Each share of Series C Convertible Preferred Stock, Series C-1 Convertible Preferred Stock, Series C-2 Convertible Preferred Stock and Series D Convertible Preferred Stock automatically converted into Common Stock on a 1-for-2.8879 basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series C Convertible Preferred Stock, Series C-1 Convertible Preferred Stock, Series C-2 Convertible Preferred Stock and Series D Convertible Preferred Stock were convertible at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering and had no expiration date.
Documents
Issuer
OptiNose, Inc.
CIK 0001494650
Entity typeother
Related Parties
1- filerCIK 0001550642
Filing Metadata
- Form type
- 4
- Filed
- Oct 18, 8:00 PM ET
- Accepted
- Oct 19, 5:38 PM ET
- Size
- 45.8 KB