SEC Form 4/A · accession 0000899243-16-012709
MARINUS PHARMACEUTICALS INC · MRNS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Period of report
Sep 30, 2014
Accepted (ET)
Feb 4, 2016 · 6:49 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001267813
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | holding | — | — | — | 2,461,398 | I | See Footnote |
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)F2 | $6.47 | Sep 30, 2014 | A | 6,000 | A | — | Sep 30, 2024 | Common Stock | 6,000 | 6,000 | I |
Explanation of responses
- F1Shares held directly by Canaan VII L.P. (the "Canaan Fund"). Canaan Partners VII LLC ("Canaan VII") is the sole general partner of the Canaan Fund and each may be deemed to have sole voting, investment and dispositive power with respect to the shares held by the Canaan Fund. Canaan VII disclaims Section 16 beneficial ownership of the securities held by the Canaan Fund, except to the extent of any pecuniary interest therein.
- F2These options were granted to Stephen Bloch, a manager of Canaan VII and a vice-president of Canaan Management, Inc. ("Canaan Management", and together with Canaan VII and the Canaan Fund, the "Canaan Entities"), who serves as the representative of the Canaan Entities on the Issuer's board of directors. Options to purchase 1,000 shares became exercisable on the date of grant and the remaining 5,000 shares become exercisable in ten installments of 500 shares each on the last day of each of the ten months succeeding the grant date. Dr. Bloch, pursuant to arrangements with Canaan VII and Canaan Management, is contractually obligated to assign the value of any remuneration received for service as a director. Each of the Canaan Entities disclaims beneficial ownership in the stock options held by Dr. Bloch and shares exercisable therefrom, except to the extent, if any, of its pecuniary interest therein.
Remarks
This amendment is being filed to delete the row on Table I that previously disclosed 1,836,398 shares, as it inadvertently duplicated the number of shares reported as beneficially owned by the Reporting Persons.