4//SEC Filing
Seghezzi Graziano 4
Accession 0001179110-13-006938
CIK 0001477598other
Filed
Apr 17, 8:00 PM ET
Accepted
Apr 18, 10:20 AM ET
Size
21.9 KB
Accession
0001179110-13-006938
Insider Transaction Report
Form 4
Seghezzi Graziano
Director
Transactions
- Sale
Common Stock
2013-04-16$8.00/sh−0$0→ 0 total(indirect: See footnote) - Purchase
Common Stock
2013-04-16$8.00/sh+0$0→ 0 total(indirect: See footnote) - Conversion
Common Stock
2013-04-16+0→ 0 total(indirect: See footnote) - Conversion
Common Stock
2013-04-16$0.01/sh+0$0→ 0 total(indirect: See footnote) - Conversion
Common Stock
2013-04-16$8.00/sh+0$0→ 0 total(indirect: See footnote) - Conversion
Series A Convertible Preferred Stock
2013-04-16−0→ 0 total(indirect: See footnote)→ Common Stock (0 underlying) - Conversion
Series B Convertible Preferred Stock
2013-04-16−0→ 0 total(indirect: See footnote)→ Common Stock (0 underlying) - Conversion
Warrant (right to buy)
2013-04-16−0→ 0 total(indirect: See footnote)Exercise: $0.01From: 2013-04-16Exp: 2023-02-15→ Common Stock (0 underlying) - Conversion
Secured Convertible Promissory Note
2013-04-16−0→ 0 total(indirect: See footnote)Exercise: $8.00From: 2013-04-16Exp: 2014-02-15→ Common Stock (0 underlying)
Footnotes (8)
- [F1]Sofinnova Capital VI FCPR ("Sofinnova") received a total of 5,745,044 shares of Common Stock upon conversion of its shares of the Issuer's Series A Convertible Preferred Stock (the "Series A Shares") and Series B Convertible Preferred Stock (the "Series B Shares" and together with the Series A Shares, the "Preferred Shares").
- [F2]The Common Stock, Preferred Shares, warrant and Secured Convertible Promissory Note are held directly by Sofinnova. The reporting person is a partner of Sofinnova Partners SAS, which is the managing company of Sofinnova. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest, if any, therein, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
- [F3]Sofinnova received 156,250 shares of Common Stock upon conversion of its warrant.
- [F4]Effective upon the closing of the Issuer's initial public offering ("IPO") of its Common Stock, Sofinnova's warrant automatically converted into 156,250 shares of Common Stock. Sofinnova paid the exercise price of $0.01 per share of the warrant on a cashless basis, resulting in the Issuer's withholding of 196 of the warrant shares to pay the exercise price and issuing to Sofinnova the remaining 156,054 shares.
- [F5]Sofinnova received 633,219 shares of Common Stock upon conversion of the Secured Convertible Promissory Note issued to Sofinnova.
- [F6]Effective upon the closing of the Issuer's IPO of its Common Stock, each Preferred Share automatically converted at a ratio of 1.3953-to-1 into 5,745,044 shares of Common Stock. The Preferred Shares had no expiration date.
- [F7]This is the maturity date of the Secured Convertible Promissory Note.
- [F8]The Secured Convertible Promissory Note was issued to Sofinnova in exchange for $5,000,000. Effective upon the closing of the Issuer's IPO of its Common Stock, the Secured Convertible Promissory Note automatically converted into 633,219 shares of Common Stock.
Documents
Issuer
Omthera Pharmaceuticals, Inc.
CIK 0001477598
Entity typeother
Related Parties
1- filerCIK 0001573749
Filing Metadata
- Form type
- 4
- Filed
- Apr 17, 8:00 PM ET
- Accepted
- Apr 18, 10:20 AM ET
- Size
- 21.9 KB