SEC Form 4 · accession 0001209191-15-061875
CHIASMA, INC · CHMA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ansbert Gadicke
Director · 10% Owner
Period of report
Jul 21, 2015
Accepted (ET)
Jul 21, 2015 · 4:35 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001339469
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Jul 21, 2015 | C | 10,426 | — | A | 10,426 | I | See Footnote |
| Common StockF4,F2,F5 | Jul 21, 2015 | C | 2,488,171 | — | A | 2,498,597 | I | See Footnote |
| Common StockF6,F2,F7 | Jul 21, 2015 | C | 1,759,381 | — | A | 4,257,978 | I | See Footnote |
| Common StockF8,F2,F9 | Jul 21, 2015 | C | 1,423,566 | — | A | 5,681,544 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series B-1' Preferred StockF1,F2 | — | Jul 21, 2015 | C | 95,225 | D | — | — | Common Stock | 10,426 | 0 | I |
| Series C' Preferred StockF4,F2 | — | Jul 21, 2015 | C | 22,721,988 | D | — | — | Common Stock | 2,488,171 | 0 | I |
| Series D' Preferred StockF6,F2 | — | Jul 21, 2015 | C | 16,066,669 | D | — | — | Common Stock | 1,759,381 | 0 | I |
| Series E Preferred StockF8,F2 | — | Jul 21, 2015 | C | 13,000,000 | D | — | — | Common Stock | 1,423,566 | 0 | I |
Explanation of responses
- F1The shares, on a common stock equivalent basis, were converted as follows: 9,773 by MPM BioVentures IV-QP, L.P. ("BV IV QP"), 376 by MPM BioVentures IV GmbH & Co. Beteiligungs KG ("BV IV KG") and 277 by MPM Asset Management Investors BV4 LLC ("AM BV4"). MPM BioVentures IV GP LLC ("BV GP LLC") and MPM BioVentures IV LLC ("BV LLC") are the direct and indirect general partners of BV IV QP and BV IV KG and BV LLC is the manager of AM BV4. The Reporting Person is a member of BV LLC. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
- F2The shares of Series B-1' Preferred Stock, Series C' Preferred Stock, Series D' Preferred Stock and Series E Preferred Stock converted into 0.109505 of a share of the Issuer's Common Stock immediately prior to the closing of the Issuer's initial public offering without payment of further consideration. The shares had no expiration date.
- F3The shares are held as follows: 9,773 by BV IV QP, 376 by BV IV KG and 277 by AM BV4. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
- F4The shares, on a common stock equivalent basis, were converted as follows: 1,479,910 by BV IV QP, 57,016 by BV IV KG, 42,083 by AM BV4 and 909,162 by MPM Bio IV NVS Strategic Fund, L.P. ("BV IV SF"). BV GP LLC and BV LLC are the direct and indirect general partners of BV IV SF. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
- F5The shares are held as follows: 1,489,683 by BV IV QP, 57,392 by BV IV KG, 42,360 by AM BV4 and 909,162 by BV IV SF. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
- F6The shares, on a common stock equivalent basis, were converted as follows: 1,539,486 by BV IV QP, 59,313 by BV IV KG, 43,776 by AM BV4 and 116,806 by BV IV SF. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
- F7The shares are held as follows: 3,029,169 by BV IV QP, 116,705 by BV IV KG, 86,136 by AM BV4 and 1,025,968 by BV IV SF. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
- F8The shares, on a common stock equivalent basis, were converted as follows: 939,089 by BV IV QP, 36,179 by BV IV KG, 26,704 by AM BV4 and 421,594 by BV IV SF. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
- F9The shares are held as follows: 3,968,258 by BV IV QP, 152,884 by BV IV KG, 112,840 by AM BV4 and 1,447,562 by BV IV SF. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.