SEC Form 4 · accession 0001209191-18-052835

SUTRO BIOPHARMA, INC. · STRO

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

Reporting owner

John Gordon Freund

Director · 10% Owner

Period of report

Oct 1, 2018

Accepted (ET)

Oct 1, 2018 · 5:15 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001382101

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F2	Oct 1, 2018	C	925,578	—	A	925,578	I	By Skyline Venture Partners V, L.P.
Common Stock^F3,F2	Oct 1, 2018	C	520,264	—	A	1,445,842	I	By Skyline Venture Partners V, L.P.
Common Stock^F4,F2	Oct 1, 2018	C	514,211	—	A	1,960,053	I	By Skyline Venture Partners V, L.P.

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Series C Preferred Stock^F2,F1	—	Oct 1, 2018	C	25,015,635	D	—	—	Common Stock	925,578	I
Series D Preferred Stock^F2,F3	—	Oct 1, 2018	C	12,846,023	D	—	—	Common Stock	520,264	I
Series E Preferred Stock^F2,F4	—	Oct 1, 2018	C	18,698,578	D	—	—	Common Stock	514,211	I

Explanation of responses

F1Each share of the issuer's Series C Preferred Stock automatically converted into 0.0370 share of the issuer's Common Stock on October 1, 2018 in connection with the closing of the issuer's sale of its Common Stock in its firm commitment initial public offering (the "IPO") pursuant to a registration statement on Form S-1 (File No. 333-227103) under the Securities Act of 1933, as amended (the "Registration Statement"), and had no expiration date.
F2These securities are held of record by Skyline Venture Partners V, L.P. ("Skyline L.P."). Skyline Venture Management V, LLC ("Skyline Management") is the general partner of Skyline L.P. the reporting person, a member of the issuer's board of directors, together with Yasunori Kaneko, are the managing directors of Skyline Management, and each may be deemed to share voting and investment power over the securities held by Skyline L.P. The reporting person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
F3Each share of the issuer's Series D Preferred Stock automatically converted into 0.0405 share of the issuer's Common Stock on October 1, 2018 in connection with the closing of the issuer's sale of its Common Stock in its IPO pursuant to the Registration Statement, and had no expiration date.
F4Each share of the issuer's Series E Preferred Stock automatically converted into 0.0275 share of the issuer's Common Stock on October 1, 2018 in connection with the closing of the issuer's sale of its Common Stock in its IPO pursuant to the Registration Statement, and had no expiration date.