SEC Form 4 · accession 0000899243-17-018096
AILERON THERAPEUTICS INC · ALRN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Armen Shanafelt
Director
Period of report
Jul 5, 2017
Accepted (ET)
Jul 7, 2017 · 7:18 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001420565
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jul 5, 2017 | C | 844,987 | — | A | 844,987 | I | See Footnote |
| Common StockF2 | Jul 5, 2017 | P | 250,000 | $15.00 | A | 1,094,987 | 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 D Preferred StockF2,F1 | — | Jul 5, 2017 | C | 3,390,885 | D | — | — | Common Stock | 341,238 | 0 | I |
| Series E-2 Preferred StockF2,F1 | — | Jul 5, 2017 | C | 1,907,373 | D | — | — | Common Stock | 191,946 | 0 | I |
| Series E-3 Preferred StockF2,F1 | — | Jul 5, 2017 | C | 1,654,411 | D | — | — | Common Stock | 166,489 | 0 | I |
| Series F Preferred StockF2,F1 | — | Jul 5, 2017 | C | 1,443,972 | D | — | — | Common Stock | 145,312 | 0 | I |
Explanation of responses
- F1The Series D, Series E-2, Series E-3 and Series F Preferred Stock converted into Common Stock on a 9.937-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series D, Series E-2, Series E-3 and Series F Preferred Stock were convertible at any time at the holder's election and automatically upon the closing of the Issuer's initial pubic offering. The shares had no expiration date.
- F2These shares are held directly by Lilly Ventures Fund I LLC, or LVFI. LV Management Group, LLC, or LVMG, is the management company for LVFI and as such may be deemed to indirectly beneficially own the shares held by LVFI. LVMG's voting and dispositive decisions with respect to the shares held by LVFI are made by LVMG's management committee, which includes the Reporting Person. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his proportionate pecuniary interest therein.
Remarks
Exhibit Index: 24.1 Power of Attorney