SEC Form 4/A · accession 0001209191-15-049591
ACCELERON PHARMA INC · XLRN
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.
Reporting owner
Terrance McGuire
Director
Period of report
May 13, 2015
Accepted (ET)
Jun 3, 2015 · 4:28 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001280600
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3,F4,F5 | May 13, 2015 | J | 503,991 | $0.00 | D | 1,710,491 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents a pro rata distribution without additional consideration by Polaris Venture Partners IV, L.P. ("PVP IV") and Polaris Venture Partners Entrepreneurs' Fund IV, L.P. ("PVPE IV" and, together with PVP IV, the "Funds") to its partners.
- F2Represents 495,011 shares and 8,980 shares that were held directly by PVP IV and PVPE IV, respectively.
- F3The Reporting Person is a director of the Issuer and managing member of Polaris Venture Management Co. IV, L.L.C. ("PVM IV"), the general partner of each of PVP IV and PVPE IV. The amount of securities beneficially owned reported in column 5 represents 1,673,175 shares, 30,242 shares, and 7,074 shares that are held directly by PVP IV, PVPE IV and PVM IV, respectively following the transactions reported in this Form 4. PVM IV disclaims beneficial ownership of the Funds' securities and this report shall not be deemed an admission that PVM IV is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of its pecuniary interest, if any, therein. (Continued in Footnote 4)
- F4Each of Jonathan A. Flint and the Reporting Person are the managing members of PVM IV and each of them disclaims beneficial ownership of the Funds' and PVM IV's securities and this report shall not be deemed an admission that any of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their pecuniary interest, if any, therein.
- F5The initial Form 4 filed on May 13, 2015 by the Reporting Person inadvertently listed the incorrect number of shares beneficially owned following the reported transaction in column 5 and in Footnote 3.