SEC Form 4 · accession 0001144204-15-032023
ENDOCYTE INC · ECYT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Fred A Middleton
Director
Period of report
May 14, 2015
Accepted (ET)
May 18, 2015 · 4:34 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001235007
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | May 14, 2015 | A | 2,250 | $0.00 | A | 170,999 | D | |
| Common StockF3,F4 | holding | — | — | — | 1,017,304 | I | By Sanderling Venture Partners V, L.P. | |
| Common StockF3,F4 | holding | — | — | — | 831,461 | I | By Sanderling Venture Partners VI Co-Investment Fund, L.P. | |
| Common StockF3,F5 | holding | — | — | — | 267,491 | I | By Sanderling Venture Partners V Co-Investment Fund, L.P. | |
| Common StockF3,F4 | holding | — | — | — | 249,148 | I | By Sanderling V Biomedical, L.P. | |
| Common StockF3,F4 | holding | — | — | — | 162,170 | I | By Sanderling V Biomedical Co-Investment Fund, L.P. | |
| Common StockF3,F4 | holding | — | — | — | 113,315 | I | By Sanderling V Limited Partnership | |
| Common StockF3,F4 | holding | — | — | — | 100,828 | I | By Sanderling V Beteiligungs GmbH & Co. KG | |
| Common StockF3,F4 | holding | — | — | — | 10,049 | I | By Sanderling VI Limited Partnership | |
| Common StockF3,F4 | holding | — | — | — | 8,434 | I | By Sanderling VI Beteiligungs GmbH & Co. KG | |
| Common StockF3,F4 | holding | — | — | — | 785,417 | I | By Sanderling V Strategic Exit Fund, L.P. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F6 | $6.02 | May 14, 2015 | A | 13,500 | A | — | May 14, 2025 | Common Stock | 13,500 | 13,500 | D |
Explanation of responses
- F1Represents restricted stock units that will vest 100% on the business day prior to the next annual stockholder meeting following the date of grant, and will be paid in the form of one share of common stock for each restricted stock unit.
- F2Includes a distribution from Sanderling Ventures Management V of 65,118 shares and from Sanderling Ventures Management VI of 28,631 shares on December 11, 2012, to Fred Middleton.
- F3Mr. Middleton disclaims beneficial ownership of the shares directly held by the entities affiliated with Sanderling except to the extent of his individual pecuniary interest therein.
- F4Fred Middleton is a managing director of Middleton, McNeil & Mills Associates V, LLC which has the ultimate voting and investment power over shares held of record by Sanderling V Beteiligungs GmbH & Co. KG, Sanderling V Biomedical Co-Investment Fund, L.P., Sanderling V Biomedical, L.P., Sanderling V Limited Partnership, Sanderling Venture Partners V, L.P., Sanderling Venture Partners VI Co-Investment Fund, L.P., Sanderling VI Beteiligungs GmbH and Co. KG, Sanderling VI Limited Partnership and Sanderling V Strategic Exit Fund, L.P. and he may be deemed to have voting and investment power over shares held of record by Sanderling V Beteiligungs GmbH & Co. KG, Sanderling V Biomedical Co-Investment Fund, L.P., Sanderling V Biomedical, L.P., Sanderling V Limited Partnership, Sanderling Venture Partners V, L.P., Sanderling Venture Partners VI Co-Investment Fund, L.P., Sanderling VI Beteiligungs GmbH and Co. KG, Sanderling V Strategic Exit Fund, L.P. and Sanderling VI Limited Partnership.
- F5Fred Middleton is a managing director of Middleton, McNeil & Mills Associate V, LLC which has the ultimate voting and investment power over shares held of record by Sanderling Venture Partners V Co-Investment Fund, L.P. and he may be deemed to have voting and investment power over shares of record by Sanderling Venture Partners V Co-Investment Fund, L.P.
- F6100% of options vest on the business day prior to the next annual stockholder meeting following the date of grant.