3//SEC Filing
MGC Venture Partners 2013 GP, LLC 3
Accession 0001140361-19-013391
CIK 0001447362other
Filed
Jul 23, 8:00 PM ET
Accepted
Jul 24, 8:12 PM ET
Size
21.0 KB
Accession
0001140361-19-013391
Insider Transaction Report
Form 3
MGC Venture Partners 2013 GP, LLC
10% Owner
Holdings
- (indirect: See footnotes)
Series D Preferred Stock
→ Common Stock (277,074 underlying) - (indirect: See footnotes)
Series E-2 Preferred Stock
→ Common Stock (129,925 underlying) - (indirect: See footnotes)
Series E-3 Preferred Stock
→ Common Stock (117,180 underlying) - (indirect: See footnotes)
Convertible Promissory Note
→ Common Stock - (indirect: See footnotes)
Series F Preferred Stock
→ Common Stock (416,537 underlying) - (indirect: See footnotes)
Series A Preferred Stock
→ Common Stock (16,015 underlying) - (indirect: See footnotes)
Series E-1 Preferred Stock
→ Common Stock (380,190 underlying)
MGC VENTURE PARTNERS QP 2018, L.P.
10% Owner
Holdings
- (indirect: See footnotes)
Series E-1 Preferred Stock
→ Common Stock (380,190 underlying) - (indirect: See footnotes)
Series A Preferred Stock
→ Common Stock (16,015 underlying) - (indirect: See footnotes)
Series E-3 Preferred Stock
→ Common Stock (117,180 underlying) - (indirect: See footnotes)
Convertible Promissory Note
→ Common Stock - (indirect: See footnotes)
Series E-2 Preferred Stock
→ Common Stock (129,925 underlying) - (indirect: See footnotes)
Series D Preferred Stock
→ Common Stock (277,074 underlying) - (indirect: See footnotes)
Series F Preferred Stock
→ Common Stock (416,537 underlying)
MGC Venture Partners 2018 GP, LLC
10% Owner
Holdings
- (indirect: See footnotes)
Series E-2 Preferred Stock
→ Common Stock (129,925 underlying) - (indirect: See footnotes)
Series E-1 Preferred Stock
→ Common Stock (380,190 underlying) - (indirect: See footnotes)
Series F Preferred Stock
→ Common Stock (416,537 underlying) - (indirect: See footnotes)
Convertible Promissory Note
→ Common Stock - (indirect: See footnotes)
Series D Preferred Stock
→ Common Stock (277,074 underlying) - (indirect: See footnotes)
Series A Preferred Stock
→ Common Stock (16,015 underlying) - (indirect: See footnotes)
Series E-3 Preferred Stock
→ Common Stock (117,180 underlying)
MGC Venture Partners 2013, L.P.
10% Owner
Holdings
- (indirect: See footnotes)
Series A Preferred Stock
→ Common Stock (16,015 underlying) - (indirect: See footnotes)
Series E-3 Preferred Stock
→ Common Stock (117,180 underlying) - (indirect: See footnotes)
Series E-2 Preferred Stock
→ Common Stock (129,925 underlying) - (indirect: See footnotes)
Convertible Promissory Note
→ Common Stock - (indirect: See footnotes)
Series F Preferred Stock
→ Common Stock (416,537 underlying) - (indirect: See footnotes)
Series D Preferred Stock
→ Common Stock (277,074 underlying) - (indirect: See footnotes)
Series E-1 Preferred Stock
→ Common Stock (380,190 underlying)
MGC VENTURE PARTNERS 2018, L.P.
10% Owner
Holdings
- (indirect: See footnotes)
Series E-2 Preferred Stock
→ Common Stock (129,925 underlying) - (indirect: See footnotes)
Convertible Promissory Note
→ Common Stock - (indirect: See footnotes)
Series E-1 Preferred Stock
→ Common Stock (380,190 underlying) - (indirect: See footnotes)
Series E-3 Preferred Stock
→ Common Stock (117,180 underlying) - (indirect: See footnotes)
Series A Preferred Stock
→ Common Stock (16,015 underlying) - (indirect: See footnotes)
Series D Preferred Stock
→ Common Stock (277,074 underlying) - (indirect: See footnotes)
Series F Preferred Stock
→ Common Stock (416,537 underlying)
Footnotes (4)
- [F1]All outstanding shares of Preferred Stock will automatically convert into shares of Common Stock immediately upon the closing of Castle Biosciences, Inc.'s (the "Issuer") initial public offering ("IPO"), for no additional consideration at a rate of 1 share of Common Stock for each 1.219 shares of Preferred Stock, based on the conversion price currently in effect. The Preferred Stock has no expiration date.
- [F2]Held directly by MGC Venture Partners 2013, L.P. ("MGC 2013 LP"). MGC Venture Partners 2013 GP, LLC ("MGC 2013 GP") is the general partner of MGC 2013 LP. Each of MGC 2013 GP, MGC Venture Partners 2018, L.P. ("MGC 2018 LP"), MGC Venture Partners QP 2018, L.P. ("MGC QP 2018 LP") and MGC Venture Partners 2018 GP, LLC ("MGC 2018 GP") directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by MGC 2013 LP and, therefore, a "ten percent holder" hereunder.
- [F3]Each of Joseph C. Cook, Jr., Joseph C. Cook III, Steven D. Singleton and Byron W. Smith are managing directors of MGC 2013 GP and share voting and investment power over the shares held by MGC 2013 LP. Each of Joseph C. Cook, Jr., Joseph C. Cook III, Steven D. Singleton, Byron W. Smith, Jay Ferguson and Rob Readnour are managing partners of MGC 2018 GP and share voting and investment power over any shares held by MGC 2018 LP and MGC QP 2018 LP. Each of MGC 2013 GP, MGC 2018 LP, MGC QP 2018 LP and MGC 2018 GP disclaims beneficial ownership of the shares reported herein, except to the extent of its pecuniary interest in MGC 2013 LP, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.
- [F4]The principal amount of the Convertible Promissory Note held by MGC 2013 LP is $1,200,000. Upon closing of the IPO, all unpaid principal and accrued interest outstanding on the Convertible Promissory Note (the "Conversion Amount") will automatically convert into the number of shares of Common Stock that is equal to the Conversion Amount as of the closing date divided by 80% of the IPO price per share.
Documents
Issuer
CASTLE BIOSCIENCES INC
CIK 0001447362
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001783292
Filing Metadata
- Form type
- 3
- Filed
- Jul 23, 8:00 PM ET
- Accepted
- Jul 24, 8:12 PM ET
- Size
- 21.0 KB