Home/Filings/3/0001567619-21-013031
3//SEC Filing

Versant Ventures IV, LLC 3

Accession 0001567619-21-013031

CIK 0001544227other

Filed

Jul 5, 8:00 PM ET

Accepted

Jul 6, 6:26 PM ET

Size

18.3 KB

Accession

0001567619-21-013031

Insider Transaction Report

Form 3
Period: 2021-06-25
Holdings
  • Common Stock

    997,940
  • Common Stock

    (indirect: By Versant Venture Capital IV, L.P.)
    1,171,094
  • Common Stock

    (indirect: By Versant Side Fund IV, L.P.)
    7,377
Holdings
  • Common Stock

    (indirect: By Versant Venture Capital IV, L.P.)
    1,171,094
  • Common Stock

    (indirect: By Versant Side Fund IV, L.P.)
    7,377
  • Common Stock

    997,940
Holdings
  • Common Stock

    997,940
  • Common Stock

    (indirect: By Versant Venture Capital IV, L.P.)
    1,171,094
  • Common Stock

    (indirect: By Versant Side Fund IV, L.P.)
    7,377
Holdings
  • Common Stock

    (indirect: By Versant Venture Capital IV, L.P.)
    1,171,094
  • Common Stock

    997,940
  • Common Stock

    (indirect: By Versant Side Fund IV, L.P.)
    7,377
Holdings
  • Common Stock

    (indirect: By Versant Side Fund IV, L.P.)
    7,377
  • Common Stock

    (indirect: By Versant Venture Capital IV, L.P.)
    1,171,094
  • Common Stock

    997,940
Holdings
  • Common Stock

    997,940
  • Common Stock

    (indirect: By Versant Venture Capital IV, L.P.)
    1,171,094
  • Common Stock

    (indirect: By Versant Side Fund IV, L.P.)
    7,377
Footnotes (6)
  • [F1]In connection with the merger of Millendo Therapeutics, Inc. ("Millendo") and private company Tempest Therapeutics, Inc. ("Tempest"), pursuant to the Agreement and Plan of Merger dated March 29, 2021 (the "Merger Agreement"), which closed on June 25, 2021 ("Closing"), each share of Tempest's common stock converted into the right to receive approximately 0.0322 shares of Millendo common stock. The Exchange Ratio gives effect to the 15-to-1 reverse stock split of Millendo's common stock. On the Closing date, the closing price of Millendo common stock was $1.06 (unadjusted). Upon Closing, Millendo was renamed "Tempest Therapeutics, Inc."
  • [F2]These shares are held of record held by Versant Venture Capital VI, L.P. ("VVC VI"). Versant Ventures VI GP, L.P. ("VV VI GP") is the general partner of VVC VI, and Versant Ventures VI GP-GP, LLC ("VV VI GP-GP") is the general partner of VV VI GP. Thomas Woiwode, a member of the issuer's board of directors, is a managing member of VV VI GP-GP and may be deemed to share voting and dispositive power over the shares held by VVC VI. Each of VV VI GP, VV VI GP-GP and Thomas Woiwode disclaims beneficial ownership of such securities, except to the extent of any pecuniary interests therein. Thomas Woiwode is a director of the issuer, and accordingly files separate Section 16 reports.
  • [F3]These shares are held of record by Versant Venture Capital IV, L.P. ("VVC IV"). Versant Ventures IV, LLC ("VV IV") is the general partner of VVC IV. Thomas Woiwode, a member of the issuer's board of directors, is a managing member of VV IV and may be deemed to share voting and dispositive power over the shares held by VVC IV. Each of VV IV and Thomas Woiwode disclaims beneficial ownership of such securities, except to the extent of any pecuniary interests therein. Thomas Woiwode is a director of the issuer, and accordingly files separate Section 16 reports.
  • [F4]These shares are held of record by Versant Side Fund IV, L.P. ("VSF IV"). VV IV is the general partner of VSF IV. The Reporting Person is a managing member of VV IV and may be deemed to share voting and dispositive power over the shares held by VSF IV. Thomas Woiwode, a member of the issuer's board of directors, is a managing member of VV IV and may be deemed to share voting and dispositive power over the shares held by VSF IV. Each of VV IV and Thomas Woiwode disclaims beneficial ownership of such securities, except to the extent of any pecuniary interests therein. Thomas Woiwode is a director of the issuer, and accordingly files separate Section 16 reports.
  • [F5]This amount includes 301,161 shares that were acquired upon conversion of 9,352,838 shares of Tempest, which VVC IV agreed to purchase at a purchase price of $0.85 per share pursuant to a Funding Agreement with Tempest, which was conditioned upon the satisfaction or waiver of the conditions to Closing.
  • [F6]This amount includes 1,897 shares that were acquired upon conversion of 58,927 shares of Tempest, which VSF IV agreed to purchase at a purchase price of $0.85 per share pursuant to a Funding Agreement with Tempest, which was conditioned upon the satisfaction or waiver of the conditions to Closing.

Documents

1 file

Issuer

Tempest Therapeutics, Inc.

CIK 0001544227

Entity typeother
IncorporatedDE

Related Parties

1
  • filerCIK 0001456589

Filing Metadata

Form type
3
Filed
Jul 5, 8:00 PM ET
Accepted
Jul 6, 6:26 PM ET
Size
18.3 KB