Cascadian Therapeutics, Inc. 4

4 · Cascadian Therapeutics, Inc. · Filed Jun 27, 2016

Insider Transaction Report

Form 4

Period: 2016-06-23

Cascadian Therapeutics, Inc.ONTY

LAMPERT MARK N

10% Owner

Transactions

Award
Series D Convertible Preferred Stock
2016-06-23$800.00/sh+5,505$4,404,000→ 5,505 total
Exercise: $0.80→ Common Stock (5,505,000 underlying)
Award
Series D Convertible Preferred Stock
2016-06-23$800.00/sh+1,029$823,200→ 1,029 total
Exercise: $0.80→ Common Stock (1,029,000 underlying)
Award
Series D Convertible Preferred Stock
2016-06-23$800.00/sh+6,197$4,957,600→ 6,197 total(indirect: Please see footnote)
Exercise: $0.80→ Common Stock (6,197,000 underlying)
Award
Series D Convertible Preferred Stock
2016-06-23$800.00/sh+4,519$3,615,200→ 4,519 total
Exercise: $0.80→ Common Stock (4,519,000 underlying)

Holdings

Series C Convertible Preferred Stock
Exercise: $1.48→ Common Stock (1,240,000 underlying)
1,240
Series B Convertible Preferred Stock
Exercise: $1.50→ Common Stock (2,600,000 underlying)
2,600
Series B Convertible Preferred Stock
Exercise: $1.50→ Common Stock (1,400,000 underlying)
1,400
Series A Convertible Preferred Stock
Exercise: $2.00→ Common Stock (1,157,000 underlying)
1,157
Series A Convertible Preferred Stock
Exercise: $2.00→ Common Stock (322,000 underlying)
322
Common Stock
4,748,420
Series C Convertible Preferred Stock
Exercise: $1.48→ Common Stock (1,640,000 underlying)
1,640
Series C Convertible Preferred Stock
(indirect: Please see footnote)
Exercise: $1.48→ Common Stock (1,580,000 underlying)
1,580
Common Stock
3,043,027
Common Stock
742,489
Warrants
Exercise: $5.00→ Common Stock (2,288,698 underlying)
2,288,698
Warrants
Exercise: $5.00→ Common Stock (1,223,484 underlying)
1,223,484
Series C Convertible Preferred Stock
Exercise: $1.48→ Common Stock (3,040,000 underlying)
3,040
Common Stock
(indirect: Please see footnote)
10,265,432
Warrants
(indirect: Please see footnote)
Exercise: $5.00→ Common Stock (1,487,818 underlying)
1,487,818
Series B Convertible Preferred Stock
(indirect: Please see footnote)
Exercise: $1.50→ Common Stock (1,333,000 underlying)
1,333
Series A Convertible Preferred Stock
Exercise: $2.00→ Common Stock (598,000 underlying)
598
Series A Convertible Preferred Stock
(indirect: Please see footnote)
Exercise: $2.00→ Common Stock (423,000 underlying)
423

Footnotes (9)

[F1]This Form 4 is filed jointly by Biotechnology Value Fund, L.P. ("BVF"), Biotechnology Value Fund II, L.P. ("BVF2"), Biotechnology Value Trading Fund OS LP ("Trading Fund OS"), BVF Partners OS Ltd. ("Partners OS"), BVF Partners L.P. ("Partners"), BVF Inc. and Mark N. Lampert (collectively, the "Reporting Persons"). Each of the Reporting Persons is a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
[F2]Securities owned directly by BVF. As the general partner of BVF, Partners may be deemed to beneficially own the securities owned directly by BVF. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by BVF. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by BVF.
[F3]Securities owned directly by BVF2. As the general partner of BVF2, Partners may be deemed to beneficially own the securities owned directly by BVF2. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by BVF2. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by BVF2.
[F4]Securities owned directly by Trading Fund OS. As the general partner of Trading Fund OS, Partners OS may be deemed to beneficially own the securities owned directly by Trading Fund OS. As the investment manager of Trading Fund OS and the sole member of Partners OS, Partners may be deemed to beneficially own the securities owned directly by Trading Fund OS. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by Trading Fund OS. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by Trading Fund OS.
[F5]Securities held in certain Partners managed accounts (the "Partners Managed Accounts"). Partners, as the investment manager of the Partners Managed Accounts may be deemed to beneficially own the securities held by the Partners Managed Accounts.
[F6]The Warrants are currently exercisable, for $5.00 per share, subject to adjustment pursuant to the terms of the Warrants and expire on December 5, 2018. The Warrants may not be exercised if, after such exercise, the Reporting Persons would beneficially own, as determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended ("Section 13(d)"), more than 9.999% of the shares of Common Stock outstanding immediately after giving effect to such exercise, subject to increase or decrease to the ownership limitation as set forth in the Warrants, but in no event in excess of 19.999% of the Shares outstanding.
[F7]The Series D Convertible Preferred Stock may not be converted if, after such conversion, the Reporting Persons would beneficially own, as determined in accordance with Section 13(d), more than 19.99% of the Shares outstanding immediately after giving effect to such conversion. The Series C Convertible Preferred Stock may not be converted if, after such conversion, the Reporting Persons would beneficially own, as determined in accordance with Section 13(d), more than 9.99% of the Shares outstanding immediately after giving effect to such conversion. Neither the Series D Convertible Preferred Stock or Series C Convertible Preferred Stock has an expiration date.
[F8]The Series B Convertible Preferred Stock may not be converted if, after such conversion, the Reporting Persons would beneficially own, as determined in accordance with Section 13(d), more than 4.99% of the Shares outstanding immediately after giving effect to such conversion. The Series A Convertible Preferred Stock may not be converted if, after such conversion, the Reporting Persons would beneficially own, as determined in accordance with Section 13(d), more than 4.99% of the Shares outstanding immediately after giving effect to such conversion. Neither the Series B Convertible Preferred Stock or Series A Convertible Preferred Stock has an expiration date.
[F9]$.80, subject to adjustment pursuant to the terms of the Series D Convertible Preferred Stock. $1.48, subject to adjustment pursuant to the terms of the Series C Convertible Preferred Stock. $1.50, subject to adjustment pursuant to the terms of the Series B Convertible Preferred Stock. $2.00, subject to adjustment pursuant to the terms of the Series A Convertible Preferred Stock.

Documents

1 file

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form407422021_06272016.xmlPrimary
OWNERSHIP DOCUMENT