SEC Form 4 · accession 0001209191-15-035583
ADURO BIOTECH, INC. · ADRO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Period of report
Apr 20, 2015
Accepted (ET)
Apr 22, 2015 · 5:46 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001435049
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Apr 20, 2015 | C | 7,564,631 | — | A | 7,564,631 | D | |
| Common StockF1 | Apr 20, 2015 | C | 9,039,857 | — | A | 16,604,488 | D | |
| Common StockF1 | Apr 20, 2015 | C | 1,997,854 | — | A | 18,602,342 | D | |
| Common Stock | Apr 20, 2015 | P | 441,176 | $17.00 | A | 19,043,518 | D |
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 StockF1 | — | Apr 20, 2015 | C | 7,564,631 | D | — | — | Common Stock | 7,564,631 | 0 | D |
| Series C Preferred StockF1 | — | Apr 20, 2015 | C | 9,039,857 | D | — | — | Common Stock | 9,039,857 | 0 | D |
| Series D Preferred StockF1 | — | Apr 20, 2015 | C | 1,997,854 | D | — | — | Common Stock | 1,997,854 | 0 | D |
| Series B Preferred Stock Warrant (right to buy) | $1.1937 | Apr 20, 2015 | D | 61,410 | D | Apr 15, 2011 | Apr 15, 2016 | Series B Preferred Stock | 44,215 | 0 | D |
| Common Stock Warrant (right to buy) | $1.66 | Apr 20, 2015 | A | 44,215 | A | Apr 15, 2011 | Apr 15, 2016 | Common Stock | 44,215 | 44,215 | D |
Explanation of responses
- F1Each share of Series B Preferred Stock, Series C Preferred Stock, and Series D Preferred Stock automatically converted into 0.72 of a share of common stock immediately prior to the closing of the Issuer's initial public offering, and has no expiration date.
- F2Pursuant to the terms of the Series B Preferred Stock Warrant (the "Old Warrant"), effective upon conversion of all outstanding shares of Series B Preferred Stock of the Issuer, the Old Warrant converts into a Warrant to purchase shares of Common Stock of the Issuer (the "New Warrant"). The two transactions reported in Table II above show the cancellation of the Old Warrant and acquisition of the New Warrant in connection with the automatic conversion of the Series B Preferred Stock into 0.72 of a share of common stock immediately prior to the closing of the Issuer's initial public offering.