4//SEC Filing
BCIP Life Sciences Associates, LP 4
Accession 0000950170-25-025011
CIK 0001707502other
Filed
Feb 20, 7:00 PM ET
Accepted
Feb 21, 5:48 PM ET
Size
46.3 KB
Accession
0000950170-25-025011
Insider Transaction Report
Form 4
BCLS SB Investco, LP
10% Owner
Transactions
- Purchase
Pre-Funded Warrant (right to buy)
2025-02-19$4.03/sh+6,444,170$25,963,561→ 6,444,170 total(indirect: See footnotes)Exercise: $0.00From: 2025-02-19→ Common Stock (6,444,170 underlying) - Purchase
Common Stock
2025-02-19$4.03/sh+1,000,000$4,030,000→ 5,034,582 total(indirect: See footnotes)
Transactions
- Purchase
Common Stock
2025-02-19$4.03/sh+1,000,000$4,030,000→ 5,034,582 total(indirect: See footnotes) - Purchase
Pre-Funded Warrant (right to buy)
2025-02-19$4.03/sh+6,444,170$25,963,561→ 6,444,170 total(indirect: See footnotes)Exercise: $0.00From: 2025-02-19→ Common Stock (6,444,170 underlying)
Transactions
- Purchase
Common Stock
2025-02-19$4.03/sh+1,000,000$4,030,000→ 5,034,582 total(indirect: See footnotes) - Purchase
Pre-Funded Warrant (right to buy)
2025-02-19$4.03/sh+6,444,170$25,963,561→ 6,444,170 total(indirect: See footnotes)Exercise: $0.00From: 2025-02-19→ Common Stock (6,444,170 underlying)
BCIP Life Sciences Associates, LP
10% Owner
Transactions
- Purchase
Common Stock
2025-02-19$4.03/sh+1,000,000$4,030,000→ 5,034,582 total(indirect: See footnotes) - Purchase
Pre-Funded Warrant (right to buy)
2025-02-19$4.03/sh+6,444,170$25,963,561→ 6,444,170 total(indirect: See footnotes)Exercise: $0.00From: 2025-02-19→ Common Stock (6,444,170 underlying)
BCLS II Equity Opportunities GP, LLC
10% Owner
Transactions
- Purchase
Pre-Funded Warrant (right to buy)
2025-02-19$4.03/sh+6,444,170$25,963,561→ 6,444,170 total(indirect: See footnotes)Exercise: $0.00From: 2025-02-19→ Common Stock (6,444,170 underlying) - Purchase
Common Stock
2025-02-19$4.03/sh+1,000,000$4,030,000→ 5,034,582 total(indirect: See footnotes)
BCLS II Equity Opportunities, LP
10% Owner
Transactions
- Purchase
Common Stock
2025-02-19$4.03/sh+1,000,000$4,030,000→ 5,034,582 total(indirect: See footnotes) - Purchase
Pre-Funded Warrant (right to buy)
2025-02-19$4.03/sh+6,444,170$25,963,561→ 6,444,170 total(indirect: See footnotes)Exercise: $0.00From: 2025-02-19→ Common Stock (6,444,170 underlying)
Transactions
- Purchase
Pre-Funded Warrant (right to buy)
2025-02-19$4.03/sh+6,444,170$25,963,561→ 6,444,170 total(indirect: See footnotes)Exercise: $0.00From: 2025-02-19→ Common Stock (6,444,170 underlying) - Purchase
Common Stock
2025-02-19$4.03/sh+1,000,000$4,030,000→ 5,034,582 total(indirect: See footnotes)
BCLS II Investco, LP
10% Owner
Transactions
- Purchase
Pre-Funded Warrant (right to buy)
2025-02-19$4.03/sh+6,444,170$25,963,561→ 6,444,170 total(indirect: See footnotes)Exercise: $0.00From: 2025-02-19→ Common Stock (6,444,170 underlying) - Purchase
Common Stock
2025-02-19$4.03/sh+1,000,000$4,030,000→ 5,034,582 total(indirect: See footnotes)
BCLS II Investco (GP), LLC
10% Owner
Transactions
- Purchase
Common Stock
2025-02-19$4.03/sh+1,000,000$4,030,000→ 5,034,582 total(indirect: See footnotes) - Purchase
Pre-Funded Warrant (right to buy)
2025-02-19$4.03/sh+6,444,170$25,963,561→ 6,444,170 total(indirect: See footnotes)Exercise: $0.00From: 2025-02-19→ Common Stock (6,444,170 underlying)
Transactions
- Purchase
Common Stock
2025-02-19$4.03/sh+1,000,000$4,030,000→ 5,034,582 total(indirect: See footnotes) - Purchase
Pre-Funded Warrant (right to buy)
2025-02-19$4.03/sh+6,444,170$25,963,561→ 6,444,170 total(indirect: See footnotes)Exercise: $0.00From: 2025-02-19→ Common Stock (6,444,170 underlying)
Footnotes (11)
- [F1]On February 19, 2025, BCLS II Investco, LP ("BCLS II Investco") purchased 1,000,000 shares of the Issuer's common stock and a pre-funded warrant to purchase 6,444,170 shares of the Issuer's common stock at a purchase price of $4.03 and $4.029, respectively, in an underwritten public offering (the "February 2025 Underwritten Offering").
- [F10]Boylston Coinvestors, LLC is the general partner of BCIPLS.
- [F11]Bain Capital Life Sciences Investors, LLC ("BCLSI") (i) is the general partner of BCLSP, (ii) is the manager of BCLSI II and (iii) governs the investment strategy and decision-making process with respect to investments held by BCIPLS. As a result, BCLSI may be deemed to share voting and dispositive power with respect to the securities held by the Bain Capital Life Sciences Entities. BCLSI disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
- [F2]The pre-funded warrant cannot be exercised if, as a result of such exercise, the holder, together with its affiliates and any other persons whose beneficial ownership would be aggregated with the holder for purposes of Section 13(d) of the Act, would beneficially own more than 9.99% of the total number of shares of the Issuer's common stock then outstanding immediately following such exercise.
- [F3]The pre-funded warrant does not expire.
- [F4]Represents 528,660 shares of the Issuer's common stock held directly by BCLS SB Investco, LP ("BCLS SB"), 267,257 shares of the Issuer's common stock held directly by Bain Capital Life Sciences Fund II, L.P. ("BCLS Fund II"), 3,301,955 shares of the Issuer's common stock held directly by BCLS II Investco, 904,160 shares of the Issuer's common stock held directly by BCLS II Equity Opportunities, LP ("BCLS II Equity") and 32,550 shares of the Issuer's common stock held directly by BCIP Life Sciences Associates, LP ("BCIPLS" and, together with BCLS II Investco, BCLS SB, BCLS Fund II and BCLS II Equity, the "Bain Capital Life Sciences Entities"), after giving effect to the closing of the February 2025 Underwritten Offering.
- [F5]Represents a pre-funded warrant to purchase 6,444,170 shares of the Issuer's common stock held directly by BCLS II Investco, after giving effect to the closing of the February 2025 Underwritten Offering.
- [F6]Bain Capital Life Sciences Partners, LP ("BCLSP") is the general partner of BCLS SB. As a result, BCLSP may be deemed to share voting and dispositive power with respect to the securities held by BCLS SB. BCLSP disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
- [F7]Bain Capital Life Sciences Investors II, LLC ("BCLSI II") is the general partner of BCLS Fund II. As a result, BCLSI II may be deemed to share voting and dispositive power with respect to the securities held by BCLS Fund II. BCLSI II disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
- [F8]BCLS II Investco (GP), LLC ("BCLS II Investco GP"), whose managing member is BCLS Fund II, is the general partner of BCLS II Investco. As a result, each of BCLSI II, BCLS Fund II and BCLS II Investco GP may be deemed to share voting and dispositive power with respect to the securities held by BCLS II Investco. Each of BCLSI II, BCLS Fund II and BCLS II Investco GP disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
- [F9]BCLS II Equity Opportunities GP, LLC ("BCLS II Equity GP"), whose manager is BCLS Fund II, is the general partner of BCLS II Equity. As a result, each of BCLSI II, BCLS Fund II and BCLS II Equity GP may be deemed to share voting and dispositive power with respect to the securities held by BCLS II Equity. Each of BCLSI II, BCLS Fund II and BCLS II Equity GP disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
Documents
Issuer
Solid Biosciences Inc.
CIK 0001707502
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001702921
Filing Metadata
- Form type
- 4
- Filed
- Feb 20, 7:00 PM ET
- Accepted
- Feb 21, 5:48 PM ET
- Size
- 46.3 KB