SEC Form 4 · accession 0001209191-15-034714

AERIE PHARMACEUTICALS INC · AERI

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

Reporting owner

Director

Period of report

Apr 14, 2015

Accepted (ET)

Apr 16, 2015 · 7:23 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001337553

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F2	Apr 14, 2015	X	150,000	$5.00	A	916,657	I	See footnote
Common Stock^F3,F2	Apr 14, 2015	J	22,066	$5.00	D	894,591	I	See footnote
Common Stock^F2	Apr 14, 2015	S	130,702	$34.0766	D	763,889	I	See footnote
Common Stock^F2	Apr 15, 2015	S	294,298	$33.4487	D	469,591	I	See footnote

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Common Stock Warrant (right to buy)^F2,F4	$5.00	Apr 14, 2015	X	150,000	D	—	—	Common Stock	150,000	0	I

F1Sofinnova Venture Partners VII, L.P. ("SV VII") net exercised the warrant by its terms, which allowed SV VII to pay the exercise price of the warrant by forfeiting a portion of the exercised warrant shares with a value equal to the aggregate exercise price.
F2The securities are owned directly by SV VII. Sofinnova Management VII, L.L.C. ("SV VII LLC"), the general partner of SV VII, James Healy, Michael Powell and Eric Buatois, the managing members of SV VII LLC, and Anand Mehra, a director of the issuer, may be deemed to have shared voting power and dispositive power over the shares owned by SV VII. Such persons and entities disclaim beneficial ownership over the shares held by SV II except to the extent of any pecuniary interest therein.
F3Represents shares withheld by the Issuer in connection with the net exercise of the common stock warrant pursuant to its terms.
F4Prior to the Issuer's initial public offering, SV VII held Series A-4 warrants to purchase shares of the Issuer's Series A-4 convertible preferred stock. Such warrants were exercisable at a price of $1.00 per share at any time during their ten year term (expiration is August 2020), subject to adjustment. Upon completion of the Issuer's initial public offering, the Series A-4 warrants automatically became exercisable for 150,000 shares of the Issuer's common stock at an exercise price of $5.00 per share.