Earnings Feed
Start Free
Home/Filings/4/0001181431-11-011590
4//SEC Filing

THREE ARCH MANAGEMENT III LLC 4

Accession 0001181431-11-011590

CIK 0001427925other
View on SEC.govCompany Profile

Filed

Feb 17, 7:00 PM ET

Accepted

Feb 18, 6:30 PM ET

Size

45.9 KB

Accession

0001181431-11-011590

Insider Transaction Report

Form 4
Period: 2011-02-16
ACELRX PHARMACEUTICALS INCACRX
THREE ARCH MANAGEMENT III LLC
10% Owner
Transactions
  • Sale

    Series C Convertible Preferred Stock

    2011-02-16−498→ 133 total(indirect: See Footnote)
    Exercise: $5.00→ Common Stock (498 underlying)
  • Other

    Warrant to purchase Series C Convertible Preferred Stock

    2011-02-16+11,754→ 11,754 total(indirect: See Footnote)
    → Series C Preferred Stock (11,754 underlying)
  • Exercise of In-Money

    Series C Convertible Preferred Stock

    2011-02-16+11,754→ 11,174 total(indirect: See Footnote)
    → Common Stock (11,754 underlying)
  • Sale

    Series C Convertible Preferred Stock

    2011-02-16−9,269→ 2,485 total(indirect: See Footnote)
    Exercise: $5.00→ Common Stock (9,269 underlying)
  • Conversion

    Series C Convertible Preferred Stock

    2011-02-16−24,130→ 0 total(indirect: See Footnote)
    → Common Stock (24,130 underlying)
  • Other

    Warrant to purchase Series C Convertible Preferred Stock

    2011-02-16+631→ 631 total(indirect: See Footnote)
    → Series C Preferred Stock (631 underlying)
  • Exercise of In-Money

    Warrant to purchase Series C Convertible Preferred Stock

    2011-02-16−631→ 0 total(indirect: See Footnote)
    → Series C Preferred Stock (631 underlying)
  • Conversion

    Series C Convertible Preferred Stock

    2011-02-16−133→ 0 total(indirect: See Footnote)
    → Common Stock (133 underlying)
  • Exercise of In-Money

    Warrant to purchase Series C Convertible Preferred Stock

    2011-02-16−11,754→ 0 total(indirect: See Footnote)
    → Series C Preferred Stock (11,754 underlying)
  • Conversion

    Series C Convertible Preferred Stock

    2011-02-16−2,485→ 0 total(indirect: See Footnote)
    → Common Stock (2,485 underlying)
  • Other

    Convertible Promissory Note

    2011-02-16→ 2,534 total(indirect: See Footnote)
    → Common Stock (2,534 underlying)
  • Other

    Convertible Promissory Note

    2011-02-16→ 47,144 total(indirect: See Footnote)
    → Common Stock (47,144 underlying)
  • Conversion

    Convertible Promissory Note

    2011-02-16→ 0 total(indirect: See Footnote)
    → Common Stock (47,144 underlying)
  • Exercise of In-Money

    Series C Convertible Preferred Stock

    2011-02-16+631→ 631 total(indirect: See Footnote)
    → Common Stock (631 underlying)
  • Conversion

    Convertible Promissory Note

    2011-02-16→ 0 total(indirect: See Footnote)
    → Common Stock (2,534 underlying)
WAN MARK A
Director
Transactions
  • Sale

    Series C Convertible Preferred Stock

    2011-02-16−498→ 133 total(indirect: See Footnote)
    Exercise: $5.00→ Common Stock (498 underlying)
  • Other

    Warrant to purchase Series C Convertible Preferred Stock

    2011-02-16+11,754→ 11,754 total(indirect: See Footnote)
    → Series C Preferred Stock (11,754 underlying)
  • Conversion

    Series C Convertible Preferred Stock

    2011-02-16−24,130→ 0 total(indirect: See Footnote)
    → Common Stock (24,130 underlying)
  • Exercise of In-Money

    Series C Convertible Preferred Stock

    2011-02-16+631→ 631 total(indirect: See Footnote)
    → Common Stock (631 underlying)
  • Conversion

    Series C Convertible Preferred Stock

    2011-02-16−133→ 0 total(indirect: See Footnote)
    → Common Stock (133 underlying)
  • Exercise of In-Money

    Warrant to purchase Series C Convertible Preferred Stock

    2011-02-16−11,754→ 0 total(indirect: See Footnote)
    → Series C Preferred Stock (11,754 underlying)
  • Sale

    Series C Convertible Preferred Stock

    2011-02-16−9,269→ 2,485 total(indirect: See Footnote)
    Exercise: $5.00→ Common Stock (9,269 underlying)
  • Other

    Convertible Promissory Note

    2011-02-16→ 2,534 total(indirect: See Footnote)
    → Common Stock (2,534 underlying)
  • Conversion

    Convertible Promissory Note

    2011-02-16→ 0 total(indirect: See Footnote)
    → Common Stock (2,534 underlying)
  • Other

    Warrant to purchase Series C Convertible Preferred Stock

    2011-02-16+631→ 631 total(indirect: See Footnote)
    → Series C Preferred Stock (631 underlying)
  • Exercise of In-Money

    Warrant to purchase Series C Convertible Preferred Stock

    2011-02-16−631→ 0 total(indirect: See Footnote)
    → Series C Preferred Stock (631 underlying)
  • Exercise of In-Money

    Series C Convertible Preferred Stock

    2011-02-16+11,754→ 11,174 total(indirect: See Footnote)
    → Common Stock (11,754 underlying)
  • Conversion

    Series C Convertible Preferred Stock

    2011-02-16−2,485→ 0 total(indirect: See Footnote)
    → Common Stock (2,485 underlying)
  • Other

    Convertible Promissory Note

    2011-02-16→ 47,144 total(indirect: See Footnote)
    → Common Stock (47,144 underlying)
  • Conversion

    Convertible Promissory Note

    2011-02-16→ 0 total(indirect: See Footnote)
    → Common Stock (47,144 underlying)
JAEGER WILFRED E
10% Owner
Transactions
  • Exercise of In-Money

    Series C Convertible Preferred Stock

    2011-02-16+11,754→ 11,174 total(indirect: See Footnote)
    → Common Stock (11,754 underlying)
  • Conversion

    Series C Convertible Preferred Stock

    2011-02-16−2,485→ 0 total(indirect: See Footnote)
    → Common Stock (2,485 underlying)
  • Other

    Convertible Promissory Note

    2011-02-16→ 47,144 total(indirect: See Footnote)
    → Common Stock (47,144 underlying)
  • Conversion

    Convertible Promissory Note

    2011-02-16→ 0 total(indirect: See Footnote)
    → Common Stock (47,144 underlying)
  • Conversion

    Series C Convertible Preferred Stock

    2011-02-16−24,130→ 0 total(indirect: See Footnote)
    → Common Stock (24,130 underlying)
  • Other

    Warrant to purchase Series C Convertible Preferred Stock

    2011-02-16+631→ 631 total(indirect: See Footnote)
    → Series C Preferred Stock (631 underlying)
  • Exercise of In-Money

    Warrant to purchase Series C Convertible Preferred Stock

    2011-02-16−631→ 0 total(indirect: See Footnote)
    → Series C Preferred Stock (631 underlying)
  • Exercise of In-Money

    Series C Convertible Preferred Stock

    2011-02-16+631→ 631 total(indirect: See Footnote)
    → Common Stock (631 underlying)
  • Sale

    Series C Convertible Preferred Stock

    2011-02-16−498→ 133 total(indirect: See Footnote)
    Exercise: $5.00→ Common Stock (498 underlying)
  • Conversion

    Series C Convertible Preferred Stock

    2011-02-16−133→ 0 total(indirect: See Footnote)
    → Common Stock (133 underlying)
  • Other

    Warrant to purchase Series C Convertible Preferred Stock

    2011-02-16+11,754→ 11,754 total(indirect: See Footnote)
    → Series C Preferred Stock (11,754 underlying)
  • Exercise of In-Money

    Warrant to purchase Series C Convertible Preferred Stock

    2011-02-16−11,754→ 0 total(indirect: See Footnote)
    → Series C Preferred Stock (11,754 underlying)
  • Sale

    Series C Convertible Preferred Stock

    2011-02-16−9,269→ 2,485 total(indirect: See Footnote)
    Exercise: $5.00→ Common Stock (9,269 underlying)
  • Other

    Convertible Promissory Note

    2011-02-16→ 2,534 total(indirect: See Footnote)
    → Common Stock (2,534 underlying)
  • Conversion

    Convertible Promissory Note

    2011-02-16→ 0 total(indirect: See Footnote)
    → Common Stock (2,534 underlying)
THREE ARCH PARTNERS III LP
10% Owner
Transactions
  • Conversion

    Series C Convertible Preferred Stock

    2011-02-16−24,130→ 0 total(indirect: See Footnote)
    → Common Stock (24,130 underlying)
  • Other

    Warrant to purchase Series C Convertible Preferred Stock

    2011-02-16+631→ 631 total(indirect: See Footnote)
    → Series C Preferred Stock (631 underlying)
  • Exercise of In-Money

    Series C Convertible Preferred Stock

    2011-02-16+631→ 631 total(indirect: See Footnote)
    → Common Stock (631 underlying)
  • Conversion

    Series C Convertible Preferred Stock

    2011-02-16−133→ 0 total(indirect: See Footnote)
    → Common Stock (133 underlying)
  • Exercise of In-Money

    Warrant to purchase Series C Convertible Preferred Stock

    2011-02-16−11,754→ 0 total(indirect: See Footnote)
    → Series C Preferred Stock (11,754 underlying)
  • Sale

    Series C Convertible Preferred Stock

    2011-02-16−9,269→ 2,485 total(indirect: See Footnote)
    Exercise: $5.00→ Common Stock (9,269 underlying)
  • Other

    Convertible Promissory Note

    2011-02-16→ 47,144 total(indirect: See Footnote)
    → Common Stock (47,144 underlying)
  • Conversion

    Convertible Promissory Note

    2011-02-16→ 0 total(indirect: See Footnote)
    → Common Stock (47,144 underlying)
  • Exercise of In-Money

    Warrant to purchase Series C Convertible Preferred Stock

    2011-02-16−631→ 0 total(indirect: See Footnote)
    → Series C Preferred Stock (631 underlying)
  • Exercise of In-Money

    Series C Convertible Preferred Stock

    2011-02-16+11,754→ 11,174 total(indirect: See Footnote)
    → Common Stock (11,754 underlying)
  • Conversion

    Series C Convertible Preferred Stock

    2011-02-16−2,485→ 0 total(indirect: See Footnote)
    → Common Stock (2,485 underlying)
  • Conversion

    Convertible Promissory Note

    2011-02-16→ 0 total(indirect: See Footnote)
    → Common Stock (2,534 underlying)
  • Sale

    Series C Convertible Preferred Stock

    2011-02-16−498→ 133 total(indirect: See Footnote)
    Exercise: $5.00→ Common Stock (498 underlying)
  • Other

    Warrant to purchase Series C Convertible Preferred Stock

    2011-02-16+11,754→ 11,754 total(indirect: See Footnote)
    → Series C Preferred Stock (11,754 underlying)
  • Other

    Convertible Promissory Note

    2011-02-16→ 2,534 total(indirect: See Footnote)
    → Common Stock (2,534 underlying)
THREE ARCH ASSOCIATES III LP
10% Owner
Transactions
  • Conversion

    Series C Convertible Preferred Stock

    2011-02-16−24,130→ 0 total(indirect: See Footnote)
    → Common Stock (24,130 underlying)
  • Exercise of In-Money

    Series C Convertible Preferred Stock

    2011-02-16+631→ 631 total(indirect: See Footnote)
    → Common Stock (631 underlying)
  • Other

    Warrant to purchase Series C Convertible Preferred Stock

    2011-02-16+631→ 631 total(indirect: See Footnote)
    → Series C Preferred Stock (631 underlying)
  • Exercise of In-Money

    Warrant to purchase Series C Convertible Preferred Stock

    2011-02-16−631→ 0 total(indirect: See Footnote)
    → Series C Preferred Stock (631 underlying)
  • Sale

    Series C Convertible Preferred Stock

    2011-02-16−498→ 133 total(indirect: See Footnote)
    Exercise: $5.00→ Common Stock (498 underlying)
  • Conversion

    Series C Convertible Preferred Stock

    2011-02-16−133→ 0 total(indirect: See Footnote)
    → Common Stock (133 underlying)
  • Other

    Warrant to purchase Series C Convertible Preferred Stock

    2011-02-16+11,754→ 11,754 total(indirect: See Footnote)
    → Series C Preferred Stock (11,754 underlying)
  • Exercise of In-Money

    Warrant to purchase Series C Convertible Preferred Stock

    2011-02-16−11,754→ 0 total(indirect: See Footnote)
    → Series C Preferred Stock (11,754 underlying)
  • Exercise of In-Money

    Series C Convertible Preferred Stock

    2011-02-16+11,754→ 11,174 total(indirect: See Footnote)
    → Common Stock (11,754 underlying)
  • Sale

    Series C Convertible Preferred Stock

    2011-02-16−9,269→ 2,485 total(indirect: See Footnote)
    Exercise: $5.00→ Common Stock (9,269 underlying)
  • Conversion

    Series C Convertible Preferred Stock

    2011-02-16−2,485→ 0 total(indirect: See Footnote)
    → Common Stock (2,485 underlying)
  • Other

    Convertible Promissory Note

    2011-02-16→ 2,534 total(indirect: See Footnote)
    → Common Stock (2,534 underlying)
  • Other

    Convertible Promissory Note

    2011-02-16→ 47,144 total(indirect: See Footnote)
    → Common Stock (47,144 underlying)
  • Conversion

    Convertible Promissory Note

    2011-02-16→ 0 total(indirect: See Footnote)
    → Common Stock (2,534 underlying)
  • Conversion

    Convertible Promissory Note

    2011-02-16→ 0 total(indirect: See Footnote)
    → Common Stock (47,144 underlying)
Footnotes (14)
  • [F10]Immediately convertible into shares of the Issuer's Common Stock.
  • [F11]These shares have no expiration date.
  • [F14]The exercise price is $3.942 per share.
  • [F15]Immediately exercisable prior to and contingent upon the closing of the Issuer's initial public offering.
  • [F16]Pursuant to its terms, the warrant was to be terminated at the closing of the Issuer's initial public offering. Holder elected to net exercise the warrants immediately prior to the closing of the Issuer's initial public offering. In the event the Issuer's public offering did not occur, the warrant would have terminated on September 14, 2017, unless earlier terminated in accordance with its terms, in a liquidation or change of control transaction.
  • [F17]Pursuant to that certain Note and Warrant Transfer Agreement dated February 16, 2011, ACP IV, L.P. transferred (i) a convertible promissory note in the amount of $10,138.38 including accrued interest and (ii) an associated warrant to purchase preferred stock of the Issuer, exercisable into 631 shares of Series C Convertible Preferred Stock to Three Arch Associates III, L.P., for a nominal consideration, contingent upon the closing of the Issuer's initial public offering.
  • [F18]Pursuant to that certain Note and Warrant Transfer Agreement dated February 16, 2011, ACP IV, L.P. transferred (i) a convertible promissory note in the amount of $188,578.05 including accrued interest and (ii) an associated warrant to purchase preferred stock of the Issuer, exercisable into 11,754 shares of Series C Convertible Preferred Stock to Three Arch Partners III, L.P., for a nominal consideration, contingent upon the closing of the Issuer's initial public offering.
  • [F19]A note with the principal amount plus accrued interest of $10,138.38 converted automatically upon the closing of the Issuer's initial public offering into shares of Common Stock at a conversion price of $4.00, which is 80.0% of the per share price of the Common Stock sold in the Issuer's initial public offering.
  • [F2]The shares are held by Three Arch Associates III, L.P. The voting and dispositive decisions with respect to the shares held by Three Arch Associates III, L.P., are made by the following Managing Members of its general partner Three Arch Management III, L.L.C.: Mark Wan and Wilfred Jaeger, each of whom disclaims beneficial ownership of such shares.
  • [F20]A note with the principal amount plus interest of $188,578.05 converted automatically upon the closing of the Issuer's initial public offering into shares of Common Stock at a conversion price of $4.00, which is 80.0% of the per share price of the Common Stock sold in the Issuer's initial public offering.
  • [F23]These shares represent the net exercise of a warrant to purchase Series C Convertible Preferred Stock for an acquisition of 133 shares of Series C Convertible Preferred Stock of the Issuer.
  • [F24]These shares represent the net exercise of a warrant to purchase Series C Convertible Preferred Stock for an acquisition of 2,485 shares of Series C Convertible Preferred Stock of the Issuer.
  • [F4]The shares are held by Three Arch Partners III, L.P. The voting and dispositive decisions with respect to the shares held by Three Arch Partners III, L.P., are made by the following Managing Members of its general partner Three Arch Management III, L.L.C.: Mark Wan and Wilfred Jaeger, each of whom disclaims beneficial ownership of such shares.
  • [F7]The shares reflect the automatic conversion of shares of the Issuer's Series C Convertible Preferred Stock into Common Stock on a one-for-one basis upon the closing of the Issuer's initial public offering.

Documents

1 file

Issuer

ACELRX PHARMACEUTICALS INC

CIK 0001427925

→
Entity typeother
IncorporatedDE

Related Parties

1
  • filerCIK 0001256738

Filing Metadata

Form type
4
Filed
Feb 17, 7:00 PM ET
Accepted
Feb 18, 6:30 PM ET
Size
45.9 KB
View on SEC.gov