SEC Form 4 · accession 0001209191-15-080871
CRESCENT BIOPHARMA, INC. · CBIO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Peter J Barris
10% Owner
Period of report
Nov 16, 2015
Accepted (ET)
Nov 18, 2015 · 2:20 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001253689
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Nov 16, 2015 | X | 9,445 | $0.33 | A | 4,491,203 | I | See Note 1 |
| Common StockF1 | Nov 16, 2015 | S | 452 | $6.91 | D | 4,490,751 | I | See Note 1 |
| Common StockF3 | holding | — | — | — | 4,093,377 | I | See Note 3 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrant to Purchase Common Stock (right to buy)F1 | $0.33 | Nov 16, 2015 | X | 9,445 | D | Dec 9, 2005 | Dec 9, 2015 | Common Stock | 9,445 | 0 | I |
Explanation of responses
- F1The Reporting Person is a general partner of NEA Partners 10, Limited Partnership ("NEA Partners 10"). NEA Partners 10 is the sole general partner of New Enterprise Associates 10, Limited Partnership ("NEA 10"), the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA 10 shares in which the Reporting Person has no pecuniary interest.
- F2On November 16, 2015, NEA 10 exercised warrants to purchase a total of 9,445 shares of the Issuer's common stock for $0.33 a share. NEA 10 paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 452 of the warrant shares to pay the exercise price and issuing 8,993 shares to NEA 10. The Issuer also paid cash to NEA 10 in lieu of any fractional shares to be issued upon exercise of the warrants.
- F3The Reporting Person is a director of NEA 13 GP, LTD, which is the sole general partner of NEA Partners 13, L.P. ("NEA Partners 13"). NEA Partners 13 is the sole general partner of New Enterprise Associates 13, L.P. ("NEA 13"), which is the direct beneficial owner of the securitites. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securitites Exchange Act of 1934, as amended, or otherwise os such portion of the NEA 13 shares in which the Reporting Person has no pecuniary interest.