SEC Form 4 · accession 0001209191-15-042801
COLLEGIUM PHARMACEUTICAL, INC · COLL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Patrick G Enright
10% Owner
Longitude Venture Partners L.P.
10% Owner
Longitude Capital Associates, L.P.
10% Owner
Longitude Capital Partners, LLC
10% Owner
Bakker Juliet Tammenoms
10% Owner
Period of report
May 12, 2015
Accepted (ET)
May 14, 2015 · 4:25 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001267565
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | May 12, 2015 | C | 3,060,502 | — | A | 3,060,502 | I | By Longitude Venture Partners, L.P. |
| Common StockF3 | May 12, 2015 | P | 196,070 | $12.00 | A | 3,256,572 | I | By Longitude Venture Partners, L.P. |
| Common StockF1,F2,F3 | May 12, 2015 | C | 61,340 | — | A | 61,340 | I | By Longitude Capital Associates, L.P. |
| Common StockF3 | May 12, 2015 | P | 3,930 | $12.00 | A | 65,270 | I | By Longitude Capital Associates, L.P. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series B Convertible Preferred StockF1,F3,F2 | — | May 12, 2015 | C | 12,837,935 | D | — | — | Common Stock | 1,860,570 | 0 | I |
| Series B Convertible Preferred StockF1,F3,F2 | — | May 12, 2015 | C | 257,303 | D | — | — | Common Stock | 37,290 | 0 | I |
| Series C Convertible Preferred StockF1,F3,F2 | — | May 12, 2015 | C | 3,160,905 | D | — | — | Common Stock | 458,102 | 0 | I |
| Series C Convertible Preferred StockF1,F3,F2 | — | May 12, 2015 | C | 63,356 | D | — | — | Common Stock | 9,182 | 0 | I |
| Series D Convertible Preferred StockF1,F3,F2 | — | May 12, 2015 | C | 5,045,381 | D | — | — | Common Stock | 741,830 | 0 | I |
| Series D Convertible Preferred StockF1,F3,F2 | — | May 12, 2015 | C | 101,128 | D | — | — | Common Stock | 14,868 | 0 | I |
Explanation of responses
- F1All series of convertible preferred stock automatically converted into Collegium Pharmaceutical, Inc. common stock on a 1-for-6.9 basis immediately prior to the closing of the initial public offering and had no expiration date.
- F2Reflects the conversion of preferred stock into Collegium Pharmaceutical, Inc. common stock on a 1-for-6.9 basis which became effective on May 12, 2015, and includes 10,616 shares issued on May 12, 2015 to LVP, and 212 shares issued on May 12, 2015 to LCA, upon conversion of the Series D Convertible Preferred Stock in payment of accrued dividends thereon.
- F3This report is filed jointly by Longitude Capital Partners, LLC ("LCP"), Longitude Venture Partners, L.P. ("LVP"), Longitude Capital Associates, L.P. ("LCA"), Patrick G. Enright ("Enright") and Juliet Tammenoms Bakker ("Bakker"), all of whom share beneficial ownership of more than 10% of the capital stock of the Issuer. LCP, as general partner of each of LVP and LCA, has the power to vote and dispose of securities held by each of them and may be deemed to have beneficial ownership of the shares owned by LVP and LCA. Enright and Bakker are each managing members of LCP and in their capacity as such, may be deemed to exercise shared voting and investment power over the shares held by the reporting persons. Each of LCP, Enright and Bakker disclaims beneficial ownership of the securities of the Issuer held by LVP and LCA except to the extent of their respective pecuniary interest therein.