SEC Form 4 · accession 0001209191-15-034050
KalVista Pharmaceuticals, Inc. · KALV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owner
Albert Cha
Director
Period of report
Apr 14, 2015
Accepted (ET)
Apr 14, 2015 · 5:22 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001348911
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Apr 14, 2015 | C | 2,476,452 | — | A | 2,476,452 | I | See Footnote |
| Common StockF1,F3 | Apr 14, 2015 | C | 18,142 | — | A | 2,494,594 | I | See Footnote |
| Common StockF4,F2 | Apr 14, 2015 | C | 387,960 | — | A | 2,882,554 | I | See Footnote |
| Common StockF4,F3 | Apr 14, 2015 | C | 2,842 | — | A | 2,885,396 | I | See Footnote |
| Common StockF5,F2 | Apr 14, 2015 | C | 304,438 | — | A | 3,189,834 | I | See Footnote |
| Common StockF5,F3 | Apr 14, 2015 | C | 2,230 | — | A | 3,192,064 | I | See Footnote |
| Common StockF2 | Apr 14, 2015 | P | 1,005,136 | $5.00 | A | 4,197,200 | I | See Footnote |
| Common StockF3 | Apr 14, 2015 | P | 7,364 | $5.00 | A | 4,204,564 | 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 Convertible Preferred StockF1,F2 | — | Apr 14, 2015 | C | 2,476,452 | D | — | — | Common Stock | 2,476,452 | 0 | I |
| Series B Convertible Preferred StockF1,F3 | — | Apr 14, 2015 | C | 18,142 | D | — | — | Common Stock | 18,142 | 0 | I |
| Convertible Promissory NoteF4,F2 | — | Apr 14, 2015 | C | 387,960 | D | — | — | Common Stock | 387,960 | 0 | I |
| Convertible Promissory NoteF4,F3 | — | Apr 14, 2015 | C | 2,842 | D | — | — | Common Stock | 2,842 | 0 | I |
| Convertible Promissory NoteF5,F2 | — | Apr 14, 2015 | C | 304,438 | D | — | — | Common Stock | 304,438 | 0 | I |
| Convertible Promissory NoteF5,F3 | — | Apr 14, 2015 | C | 2,230 | D | — | — | Common Stock | 2,230 | 0 | I |
Explanation of responses
- F1Upon the closing of the Issuer's initial public offering, each share of Series B Convertible Preferred Stock automatically converted into Common Stock on a one for one basis without payment or further consideration, and has no expiration date.
- F2The reported shares are held directly by Vivo Ventures Fund VI, L.P. ("VIF"). Vivo Ventures VI, LLC ("Vivo LLC") is the general partner of VIF. As such, Vivo LLC may be deemed to be the beneficial owner of the shares held directly by VIF. The managers of Vivo LLC include Frank Kung, Edgar Engleman, and Albert Cha. Accordingly, each Frank Kung, Edgar Engleman and Albert Cha may be deemed to be the beneficial owner of the shares held directly by VIF. Each of Vivo LLC, Frank Kung, Edgar Engleman and Albert Cha disclaims beneficial ownership of the securities held by VIF, except to the extent of such individual's or entity's pecuniary interests in the securities.
- F3The reported shares are held directly by Vivo Ventures VI Affiliates Fund, L.P. ("VIAF"). Vivo Ventures VI, LLC ("Vivo LLC") is the general partner of VIAF. As such, Vivo LLC may be deemed to be the beneficial owner of the shares held directly by VIAF. The managers of Vivo LLC include Frank Kung, Edgar Engleman, and Albert Cha. Accordingly, each Frank Kung, Edgar Engleman and Albert Cha may be deemed to be the beneficial owner of the shares held directly by VIAF. Each of Vivo LLC, Frank Kung, Edgar Engleman and Albert Cha disclaims beneficial ownership of the securities held by VIAF, except to the extent of such individual's or entity's pecuniary interests in the securities.
- F4The Convertible Promissory Note is convertible into the number of shares of the Issuer's Common Stock equal to the quotient obtained by dividing the entire principal amount and 184 days of accrued interest on the Convertible Promissory Note by 80% of the initial public offering price of $5.00 per share of the Issuer's Common Stock, automatically upon the closing of the Issuer's initial public offering, and has no expiration date.
- F5The Convertible Promissory Note is convertible into the number of shares of the Issuer's Common Stock equal to the quotient obtained by dividing the entire principal amount and 41 days of accrued interest on the Convertible Promissory Note by 80% of the initial public offering price of $5.00 per share of the Issuer's Common Stock, automatically upon the closing of the Issuer's initial public offering, and has no expiration date.