4//SEC Filing
NAHIRNY JAMES J 4
Accession 0001181431-10-021694
CIK 0001296391other
Filed
Apr 14, 8:00 PM ET
Accepted
Apr 15, 3:12 PM ET
Size
11.5 KB
Accession
0001181431-10-021694
Insider Transaction Report
Form 4
TENGION INCTNGN
NAHIRNY JAMES J
Director
Transactions
- Conversion
Series B Convertible Preferred Stock
2010-04-14−5,623,145→ 0 total(indirect: See Footnotes)→ Common Stock (387,802 underlying) - Conversion
Series C Convertible Preferred Stock
2010-04-14−2,227,825→ 0 total(indirect: See Footnotes)→ Common Stock (153,640 underlying) - Conversion
Common Stock
2010-04-14+541,442→ 541,422 total(indirect: See Footnotes)
Footnotes (4)
- [F1]There is no expiration date applicable to the Series B and Series C Convertible Preferred Stock. Subject to certain conditions, immediately prior to the Issuer's initial public offering automatically converted into shares of Common Stock on a 14.5 basis.
- [F2]Includes (i) 338,589 shares owned by Bain Capital Venture Fund 2005, L.P. ("BCVF 2005"), whose sole general partner is Bain Capital Venture Partners 2005, L.P. ("BCVP 2005"), whose sole general partner is Bain Capital Venture Investors, LLC ("BCVI"); (ii) 48,153 shares owned by BCIP Associates III, LLC ("BCIP III LLC"), whose sole manager is BCIP Associates III ("BCIP III"), whose sole managing partner is Bain Capital Investors, LLC ("BCI") and whose attorney-in-fact with respect to such shares is BCVI; (iii) 1,060 shares owned by BCIP Associates III-B, LLC ("BCIP III-B LLC") whose manager is BCIP Associates III-B ("BCIP III-B"), whose sole managing partner is BCI and whose attorney-in-fact with respect to such shares is BCVI.
- [F3]Includes (i) 134,144 shares owned by BCVF 2005, whose sole general partner is BCVP 2005, whose sole general partner is BCVI; ii) 19,077 shares owned by BCIP III LLC, whose sole manager is BCIP III, whose sole managing partner is BCI and whose attorney-in-fact with respect to such shares is BCVI; (iii) 419 shares owned BCIP III-B LLC whose manager is BCIP III-B, whose sole managing partner is BCI and whose attorney-in-fact with respect to such shares is BCVI.
- [F4]Mr. James Nahirny is a Managing Director of BCVI and a general partner of BCIP III and BCIP III-B. By virtue of these relationships, Mr. Nahirny may be deemed to beneficially own the shares held by BCVF 2005, BCIP III LLC and BCIP III-B LLC. Mr. Nahirny disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein
Documents
Issuer
TENGION INC
CIK 0001296391
Entity typeother
Related Parties
1- filerCIK 0001213409
Filing Metadata
- Form type
- 4
- Filed
- Apr 14, 8:00 PM ET
- Accepted
- Apr 15, 3:12 PM ET
- Size
- 11.5 KB