SEC Form 4 · accession 0001209191-16-133579
KUBOTA PHARMACEUTICAL HOLDINGS CO LTD · M??????
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
SBI Holdings, Inc.
10% Owner
SBI Investment Co., Ltd.
10% Owner
SBI Capital Management Co., Ltd.
10% Owner
Period of report
Sep 30, 2014
Accepted (ET)
Jul 21, 2016 · 12:37 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001400482
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3 | Sep 30, 2014 | J | 1,111,111 | $8.15 | A | 1,485,928 | I | By SBI Incubation Co., Ltd. |
| Common StockF2,F5 | Mar 31, 2015 | J | 2,036,754 | $5.55 | A | 6,196,869 | I | By SBI Capital Management Co., Ltd. |
| Common StockF2,F3 | Nov 30, 2015 | J | 69,628 | $5.72 | A | 1,555,556 | I | By SBI Incubation Co., Ltd. |
| Common StockF7,F2,F3 | Jun 2, 2016 | P | 342,500 | $10.08 | A | 1,898,056 | I | By SBI Incubation Co., Ltd. |
| Common StockF8,F2,F3 | Jun 3, 2016 | P | 256,300 | $9.63 | A | 2,154,356 | I | By SBI Incubation Co., Ltd. |
| Common StockF9,F2,F3 | Jun 15, 2016 | P | 1,018,400 | $9.30 | A | 3,172,756 | I | By SBI Incubation Co., Ltd. |
| Common StockF10,F2,F3 | Jun 16, 2016 | P | 257,000 | $11.13 | A | 3,429,756 | I | By SBI Incubation Co., Ltd. |
| Common StockF11,F2,F3 | Jun 17, 2016 | P | 776,300 | $12.53 | A | 4,206,056 | I | By SBI Incubation Co., Ltd. |
| Common StockF12,F2,F3 | Jun 20, 2016 | P | 723,200 | $16.03 | A | 4,929,256 | I | By SBI Incubation Co., Ltd. |
| Common StockF13,F2,F3 | Jun 21, 2016 | P | 555,000 | $16.13 | A | 5,484,256 | I | By SBI Incubation Co., Ltd. |
| Common StockF14,F2,F3 | Jun 22, 2016 | P | 456,400 | $16.21 | A | 5,940,656 | I | By SBI Incubation Co., Ltd. |
| Common StockF15,F2,F3 | Jun 23, 2016 | P | 991,000 | $19.05 | A | 6,931,656 | I | By SBI Incubation Co., Ltd. |
| Common StockF16,F2,F3 | Jun 24, 2016 | P | 478,600 | $17.67 | A | 7,410,256 | I | By SBI Incubation Co., Ltd. |
| Common StockF17,F2,F3 | Jun 27, 2016 | P | 617,800 | $22.15 | A | 8,028,056 | I | By SBI Incubation Co., Ltd. |
| Common StockF2,F5 | Jun 27, 2016 | J | 4,160,115 | $22.59 | A | 6,196,869 | I | By SBI Capital Management Co., Ltd. |
| Common Stock | Jun 27, 2016 | J | 6,196,869 | $22.59 | A | 14,224,925 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents a transfer of shares of all shares of the Issuer's common stock held by SoftBank Internet Fund, an affiliated entity, to SBI Incubation Co., Ltd., another affiliated entity. As a result, SoftBank Internet Fund and Soft Trend Capital Corp., the sole general partner of SoftBank Internet Fund, ceased to be beneficial owners of the Issuer's common stock.
- F10The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $10.46 to $12.30, exclusive of any fees, commissions or other expenses. The Reporting Persons undertake to provide the Issuer, any stockholder of the Issuer, or the Staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote to this Form 4.
- F11The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $10.82 to $13.54, exclusive of any fees, commissions or other expenses. The Reporting Persons undertake to provide the Issuer, any stockholder of the Issuer, or the Staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote to this Form 4.
- F12The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $15.08 to $16.41, exclusive of any fees, commissions or other expenses. The Reporting Persons undertake to provide the Issuer, any stockholder of the Issuer, or the Staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote to this Form 4.
- F13The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $15.20 to $16.81, exclusive of any fees, commissions or other expenses. The Reporting Persons undertake to provide the Issuer, any stockholder of the Issuer, or the Staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote to this Form 4.
- F14The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $15.57 to $16.97, exclusive of any fees, commissions or other expenses. The Reporting Persons undertake to provide the Issuer, any stockholder of the Issuer, or the Staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote to this Form 4.
- F15The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $17.61 to $20.23, exclusive of any fees, commissions or other expenses. The Reporting Persons undertake to provide the Issuer, any stockholder of the Issuer, or the Staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote to this Form 4.
- F16The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $15.36 to $19.56, exclusive of any fees, commissions or other expenses. The Reporting Persons undertake to provide the Issuer, any stockholder of the Issuer, or the Staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote to this Form 4.
- F17The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $20.15 to $22.59, exclusive of any fees, commissions or other expenses. The Reporting Persons undertake to provide the Issuer, any stockholder of the Issuer, or the Staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote to this Form 4.
- F18Represents a transfer of (i) 1,777,778 shares of the Issuer's common stock held by BIOVISION Life Science Fund No. 1, (ii) 1,871,250 shares of the Issuer's common stock held by SBI Bio Life Science Investment LPS, (iii) 258,582 shares of the Issuer's common stock held by SBI BB Mobile Investment LPS, and (iv) 252,505 shares of the Issuer's common stock held by SBI Phoenix No. 1 Investment LPS, affiliated entities, to SBI Capital Management Co., Ltd. As a result, (i) BIOVISION Life Science Fund No. 1, (ii) SBI Bio Life Science Investment LPS, (iii) SBI BB Mobile Investment LPS, (iv) SBI Phoenix No. 1 Investment LPS, and (vi) SBI Investment Co., Ltd. (as the sole general partner of BIOVISION Life Science Fund No. 1, SBI Bio Life Science Investment LPS, SBI BB Mobile Investment LPS, and SBI Phoenix No. 1 Investment LPS) ceased to be beneficial owners of the Issuer's common stock.
- F19Represents the transfer of all shares of the Issuer's common stock held by SBI Capital Management Co., Ltd. to SBI Holdings, Inc. As a result, SBI Capital Management Co., Ltd. ceased to be a beneficial owner of the Issuer's common stock.
- F2This Form 4 is being filed jointly by SBI Holdings, Inc., SBI Capital Management Co., Ltd. and SBI Investment Co., Ltd. Each Reporting Person disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purpose of Section 16 or any other purpose.
- F3These shares are held directly by SBI Incubation Co., Ltd., which is an indirect wholly-owned subsidiary of SBI Holdings, Inc. SBI Holdings, Inc. may be deemed to be the indirect beneficial owner of these securities.
- F4Represents a transfer of 1,257,252 shares of the Issuer's common stock held by SBI BB Media Investment Limited Partnership, and 779,502 shares of the Issuer's common stock held by SBI Broadband Fund No. 1, both affiliated entities, to SBI Capital Management Co., Ltd., another affiliated entity. As a result, SBI BB Media Investment Limited Partnership and SBI Broadband Fund No. 1 Limited Partnership ceased to be beneficial owners of the Issuer's common stock.
- F5These shares are held directly by SBI Capital Management Co., Ltd., which is an indirect wholly-owned subsidiary of SBI Holdings, Inc. SBI Holdings, Inc. may be deemed to be the indirect beneficial owner of these securities.
- F6Represents a transfer of all shares of the Issuer's common stock held by Trans-Science No. 2A Investment Limited Partnership, an affiliated entity, to SBI Incubation Co., Ltd., another affiliated entity. As a result, (i) SBI Transscience Co., Ltd. and (ii) Trans-Science No. 2A Investment Limited Partnership, over which SBI Transccience Co., Ltd. is the sole general partner, ceased to be beneficial owners of the Issuer's common stock.
- F7The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $9.34 to $11.14, exclusive of any fees, commissions or other expenses. The Reporting Persons undertake to provide the Issuer, any stockholder of the Issuer, or the Staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote to this Form 4.
- F8The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $9.57 to $9.64, exclusive of any fees, commissions or other expenses. The Reporting Persons undertake to provide the Issuer, any stockholder of the Issuer, or the Staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote to this Form 4.
- F9The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $8.98 to $11.42, exclusive of any fees, commissions or other expenses. The Reporting Persons undertake to provide the Issuer, any stockholder of the Issuer, or the Staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote to this Form 4.