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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Series A Preferred Stock | (1) | 06/30/2015 | C | 8,666,667 | (1) | (1) | Common Stock | 674,446 | $ 0 | 0 | I | See Footnote (2) | |||
Series B Preferred Stock | (1) | 06/30/2015 | C | 3,910,392 | (1) | (1) | Common Stock | 304,309 | $ 0 | 0 | I | See Footnote (2) | |||
Series B Preferred Stock | (1) | 06/30/2015 | C | 7,388,491 | (1) | (1) | Common Stock | 574,979 | $ 0 | 0 | I | See Footnote (3) | |||
Series B Preferred Stock | (1) | 06/30/2015 | C | 1,006,712 | (1) | (1) | Common Stock | 78,342 | $ 0 | 0 | I | See Footnote (4) | |||
Stock Option (right to buy) | $ 12.21 | 06/30/2015 | A | 11,094 | (5) | 06/29/2025 | Common Stock | 11,094 | $ 0 | 11,094 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
George Jean C/O ADVANCED TECHNOLOGY VENTURES 500 BOYLSTON STREET SUITE 1380 BOSTON, MA 02108 |
X |
/s/ Jean George | 06/30/2015 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The Series A and Series B Preferred Stock converted into Common Stock on a 1-for-12.85 basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series A and B Preferred Stock were convertible at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The shares had no expiration date. |
(2) | These shares are held directly by Advanced Technology Ventures VIII, L.P. ("ATV VIII"). ATV Associates VIII, LLC ("ATV A VIII") is the General Partner of ATV VIII and exercises voting and dispositive authority over the shares held by ATV VIII. Voting and dispositive decisions of ATV A VIII are made collectively by Michael A. Carusi, Ms. George, Steven N. Baloff, Robert C. Hower and William C. Wiberg (collectively, the "ATV VIII Managing Directors"). Ms. George disclaims beneficial ownership of the shares held by ATV VIII except to the extent of their pecuniary interest therein. |
(3) | These shares are owned directly by Lightstone Ventures, L.P. ("LSV"). LSV Associates, LLC ("LSV GP") is the General Partner of Lightstone Ventures, L.P. and exercises voting and dispositive authority over the shares held by LSV. Voting and dispositive decisions of LSV GP are made collectively by Michael A. Carusi, Jean George, Ralph E. Christoffersen and Henry A. Plain, Jr. Ms. George disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein. |
(4) | These shares are owned directly by Lightstone Ventures (A), L.P. ("LSV(A)"). LSV GP is the General Partner of LSV(A) and exercises voting and dispositive authority over the shares held by LSV(A). Voting and dispositive decisions of LSV GP are made collectively by Michael A. Carusi, Jean George, Ralph E. Christoffersen and Henry A. Plain, Jr. Ms. George disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein. |
(5) | This option was granted on June 30, 2015 and vests over three years, with one-third of the shares vesting on each anniversary of the grant date until the third anniversary of the grant date. |