SEC Form 4 · accession 0001181431-15-002007

Tracon Pharmaceuticals, Inc. · TCON

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

Reporting owner

10% Owner

Period of report

Feb 4, 2015

Accepted (ET)

Feb 5, 2015 · 3:56 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001394319

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F2	Feb 4, 2015	C	1,388,474	—	A	1,388,474	I	See Note 2
Common Stock^F3,F2	Feb 4, 2015	P	500,000	$10.00	A	1,888,474	I	See Note 2

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Series B Redeemable Convertible Preferred Stock^F1,F2	—	Feb 4, 2015	C	5,373,396	D	—	—	Common Stock	1,388,474	0	I

F1In connection with the Issuer's initial public offering on February 4, 2015, the shares of Series B Redeemable Convertible Preferred Stock automatically converted into the Issuer's common stock at a rate of 1 share of common stock for each 3.87 shares of Preferred Stock for no additional consideration. The Series B Redeemable Convertible Preferred Stock had no expiration date.
F2The Reporting Person is a director of NEA 14 GP, LTD, which is the sole general partner of NEA Partners 14, L.P. ("NEA Partners 14"). NEA Partners 14 is the sole general partner of New Enterprise Associates 14, L.P. ("NEA 14"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA 14 shares in which the Reporting Person has no pecuniary interest.
F3NEA 14 purchased these shares directly from the Issuer in a private placement.