SEC Form 4 · accession 0001209191-15-018743

ROCKET PHARMACEUTICALS, INC. · RCKT

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

MedImmune Ventures, Inc.

10% Owner

Period of report

Feb 23, 2015

Accepted (ET)

Feb 25, 2015 · 6:10 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001281895

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F2	Feb 23, 2015	C	1,255,123	—	A	1,444,035	I	See Footnotes
Common Stock^F3,F2	Feb 23, 2015	C	57,204	—	A	1,501,239	I	See Footnotes
Common Stock^F2,F4	Feb 23, 2015	P	416,667	$6.00	A	1,917,906	I	See Footnotes

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Series AA Convertible Preferred Stock^F1,F2	—	Feb 23, 2015	C	4,013,692	D	—	—	Common Stock	1,255,123	0	I
Convertible Promissory Notes^F3,F2	—	Feb 23, 2015	C	338,551	D	—	—	Common Stock	57,204	0	I

Explanation of responses

F1Consists of the following shares of Common Stock issued upon conversion of shares of Series AA Convertible Preferred Stock ("Series AA") and accrued and unpaid dividends thereon, on a 4.05783-for-1 basis, upon the closing of the Issuer's initial public offering: 1,255,123 shares held directly by MedImmune Ventures, Inc. The shares of Series AA had no expiration date.
F2The outstanding principal amount and all accrued and unpaid interest under the Convertible Promissory Notes will be automatically converted upon the closing of the Issuer's initial public offering into shares of Common Stock at the initial public offering price of $6.00 per share. The Convertible Promissory Notes have no expiration date. The number of shares of Common Stock as shown in column 3 is based on a conversion of $338,551.12 of principal amount of Convertible Promissory Notes, plus accrued and unpaid interest through the assumed closing date of February 23, 2015.
F3The outstanding principal amount and all accrued and unpaid interest under the Convertible Promissory Notes were automatically converted upon the closing of the Issuer's initial public offering into shares of Common Stock at the initial public offering price of $6.00 per share. The Convertible Promissory Notes had no expiration date. The number of shares of Common Stock as shown in column 4 of Table I consists of 57,204 shares held directly by MedImmune Ventures, Inc.
F4Consists of the following shares purchased at the Issuer's initial public offering: 416,667 shares held directly by MedImmune Ventures, Inc.