SEC Form 4 · accession 0001179110-15-006098
MADRIGAL PHARMACEUTICALS, INC. · MDGL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Bruce Kovner
Director · 10% Owner
Period of report
Apr 6, 2015
Accepted (ET)
Apr 8, 2015 · 4:21 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001157601
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Apr 6, 2015 | P | 6,857,143 | $1.75 | A | 15,278,610 | I | By KFO Holdings LLC |
| Common Stock | holding | — | — | — | 3,060,860 | D | ||
| Common StockF2 | holding | — | — | — | 5,460,000 | I | By OB Select Opportunities, LLC | |
| Common Stock | holding | — | — | — | 3,100,000 | I | By Kovner 2012 Family Trust B | |
| Common StockF3 | holding | — | — | — | 250,000 | I | By Kovner 2011 Family Trust | |
| Common Stock | holding | — | — | — | 125,000 | I | By Kovner 2011-C Investment Trust | |
| Common Stock | holding | — | — | — | 125,000 | I | By Kovner 2011-D Investment Trust | |
| Common StockF4 | holding | — | — | — | 475,000 | I | By Kovner 2012 Family Trust A | |
| Common Stock | holding | — | — | — | 475,000 | I | By Kovner 2012-B Synta Investment Trust | |
| Common Stock | holding | — | — | — | 475,000 | I | By Kovner 2012-C Synta Investment Trust | |
| Common Stock | holding | — | — | — | 475,000 | I | By Kovner 2012-D Synta Investment Trust | |
| Common StockF5 | holding | — | — | — | 7,761,716 | I | By CxSynta LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1These shares are owned directly by KFO Holdings LLC ("KFO") and indirectly by the Reporting Person as chairman and sole shareholder of Caxton Corporation, the manager of KFO. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
- F2These shares are owned directly by OB Select Opportunities, LLC and indirectly by the Reporting Person as chairman and sole shareholder of Caxton Corporation, the manager of OB Select Opportunities, LLC. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
- F3Reflects the transfer of 125,000 shares from Kovner 2011-B Investment Trust to Kovner 2011 Family Trust since the last filing by the Reporting Person.
- F4Reflects the transfer of 475,000 shares from Kovner 2012-A Synta Investment Trust to Kovner 2012 Family Trust A since the last filing by the Reporting Person.
- F5These shares are owned directly by CxSynta LLC and indirectly by the Reporting Person as chairman and sole shareholder of Caxton Corporation, the managing member of CxSynta LLC. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of the beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.