SEC Form 4 · accession 0001209191-15-041823
CoLucid Pharmaceuticals, Inc. · CLCD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
A/S Novo
10% Owner
Period of report
May 11, 2015
Accepted (ET)
May 12, 2015 · 5:31 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001348649
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| COMMON STOCKF1 | May 11, 2015 | C | 1,756,563 | — | A | 1,756,563 | D | |
| COMMON STOCK | May 11, 2015 | P | 1,300,000 | $10.00 | A | 3,056,563 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| SERIES C PREFERRED STOCKF1 | — | May 11, 2015 | C | 1,756,563 | D | — | — | COMMON STOCK | 1,756,563 | 0 | D |
Explanation of responses
- F1Gives effect to the 1-for-40.7 reverse stock split of the capital stock of the Issuer, which became effective on April 17, 2015. The Series C Preferred Stock had no expiration date and automatically converted into the Issuer's common stock for no additional consideration on a one for one basis upon the closing of the Issuer's initial public offering.
- F2Represents a purchase from the underwriters in the Issuer's public offering.
Remarks
Novo A/S is a Danish limited liability company. The board of directors of Novo A/S (the "Novo Board"), currently comprised of Sten Scheibye, Goran Ando, Jeppe Christiansen, Steen Riisgaard and Per Wold-Olsen, has shared investment and voting control over the securities of the Issuer held by Novo A/S (the "Shares") and may exercise such control only with the support of a majority of the Novo Board. As such, no individual member of the Novo Board is deemed to hold any beneficial ownership or reportable pecuniary interest in the Shares.