SEC Form 4 · accession 0001012975-17-000071
ANAPTYSBIO, INC · ANAB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF5,F1 | Jan 31, 2017 | C | 1,428,571 | — | A | 1,428,571 | I | See footnote |
| Common StockF5,F2 | Jan 31, 2017 | C | 604,055 | — | A | 604,055 | I | See footnote |
| Common StockF5,F3 | Jan 31, 2017 | C | 195,751 | — | A | 195,751 | I | See footnote |
| Common StockF6,F4 | Jan 31, 2017 | C | 733,740 | — | A | 733,740 | D | |
| Common StockF7,F4 | Jan 31, 2017 | C | 209,095 | — | A | 209,095 | I | See footnote |
| Common StockF6 | Jan 31, 2017 | P | 311,291 | $15.00 | A | 311,291 | D | |
| Common StockF7 | Jan 31, 2017 | P | 88,709 | $15.00 | A | 88,709 | 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 Preferred StockF5,F1 | — | Jan 31, 2017 | C | 1,428,571 | D | — | — | Common Stock | 1,428,571 | 0 | I |
| Series C Preferred StockF5,F2 | — | Jan 31, 2017 | C | 604,055 | D | — | — | Common Stock | 604,055 | 0 | I |
| Series C-1 Preferred StockF5,F3 | — | Jan 31, 2017 | C | 195,751 | D | — | — | Common Stock | 195,751 | 0 | I |
| Series D Preferred StockF6,F4 | — | Jan 31, 2017 | C | 733,740 | D | — | — | Common Stock | 733,740 | 0 | D |
| Series D Preferred StockF7,F4 | — | Jan 31, 2017 | C | 209,095 | D | — | — | Common Stock | 209,095 | 0 | I |
Explanation of responses
- F1The Series B Preferred Stock converted into Common Stock on a 1-to-1 basis immediately prior to the consummation of the Issuer's initial public offering without payment of considerations. The Series B Preferred stock were convertible automatically immediately prior to the consummation of the Issuer's initial public offering, and the shares had no expiration date.
- F2The Series C Preferred Stock converted into Common Stock on a 1-to-1 basis immediately prior to the consummation of the Issuer's initial public offering without payment of considerations. The Series C Preferred stock were convertible automatically immediately prior to the consummation of the Issuer's initial public offering, and the shares had no expiration date.
- F3The Series C-1 Preferred Stock converted into Common Stock on a 1-to-1 basis immediately prior to the consummation of the Issuer's initial public offering without payment of considerations. The Series C-1 Preferred stock were convertible automatically immediately prior to the consummation of the Issuer's initial public offering, and the shares had no expiration date.
- F4The Series D Preferred Stock converted into Common Stock on a 1-to-1 basis immediately prior to the consummation of the Issuer's initial public offering without payment of considerations. The Series D Preferred stock were convertible automatically immediately prior to the consummation of the Issuer's initial public offering, and the shares had no expiration date.
- F5Represents shares held by Frazier Healthcare V, L.P., an affiliate of Frazier Healthcare Partners. Each of the Reporting Persons disclaims beneficial ownership of the shares except to the extent of their pecuniary interest therein, if any.
- F6Represents shares held by Frazier Healthcare VII, L.P., an affiliate of Frazier Healthcare Partners. Each of the Reporting Persons disclaims beneficial ownership of the shares except to the extent of their pecuniary interest therein, if any.
- F7Represents shares held by Frazier Healthcare VII-A, L.P., an affiliate of Frazier Healthcare Partners. Each of the Reporting Persons disclaims beneficial ownership of the shares except to the extent of their pecuniary interest therein, if any.
Remarks
This statement is filed by: (i) Frazier Healthcare V, L.P. ("Frazier Healthcare V"), Frazier Healthcare VII, L.P. ("Frazier Healthcare VII"), and Frazier Healthcare VII-A, L.P. ("Frazier Healthcare VII-A"), each a Delaware limited partnership and direct owners of the shares of Common Stock following conversion of convertible preferred stock of the Issuer (together, the "Shares"); (ii) FHM V, L.P., a Delaware limited partnership and general partner to Frazier Healthcare V; FHM V, LLC a Delaware limited liability company and general partner of FHM V, L.P.; FHM VII, L.P., a Delaware limited partnership and general partner to Frazier Healthcare VII and Frazier Healthcare VII-A; and FHM VII, LLC, a Delaware limited liability company and general partner of FHM VII, L.P.;and (iii) Alan Frazier, Nader Naini, Nathan Every and Patrick Heron, each of who are members of FHM V, LLC and FHM VII, LLC and may be deemed to share voting and investment power with respect to shares held by Frazier Healthcare V, Frazier Healthcare VII, and Frazier Healthcare VII-A. The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, Frazier Healthcare VII, L.P., Frazier Healthcare VII-A, L.P., FHM VII, L.P., FHM VII, L.L.C. and certain other affiliates of the Reporting Persons have filed a separate Form 4, in which the direct and indirect transactions of Frazier Healthcare V, L.P., FHM V, L.P., FHM V, L.L.C. are also reported, in addition to being reported on this Form 4.