SEC Form 4 · accession 0001104659-16-130151

SELECTA BIOSCIENCES INC · SELB

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

Reporting owners

Samuel D Isaly

Director · 10% Owner

ORBIMED ADVISORS LLC

Director · 10% Owner

OrbiMed Capital GP III LLC

Director · 10% Owner

Period of report

Jun 27, 2016

Accepted (ET)

Jun 29, 2016 · 4:49 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001453687

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F5	Jun 27, 2016	C	11,111	$0.00	A	12,193	I	See Footnote
Common Stock^F2,F5	Jun 27, 2016	C	1,166,884	$0.00	A	1,280,604	I	See Footnote
Common Stock^F1,F5	Jun 27, 2016	P	5,189	$14.00	A	17,382	I	See Footnote
Common Stock^F2,F5	Jun 27, 2016	P	544,811	$14.00	A	1,825,415	I	See Footnote

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Series C Convertible Preferred Stock^F1,F5,F3	—	Jun 27, 2016	C	3,628	D	—	—	Common Stock	3,628	I
Series C Convertible Preferred Stock^F2,F5,F3	—	Jun 27, 2016	C	380,986	D	—	—	Common Stock	380,986	I
Series D Convertible Preferred Stock^F1,F5,F3	—	Jun 27, 2016	C	739	D	—	—	Common Stock	739	I
Series D Convertible Preferred Stock^F2,F5,F3	—	Jun 27, 2016	C	77,697	D	—	—	Common Stock	77,697	I
Series E Convertible Preferred Stock^F1,F5,F4	—	Jun 27, 2016	C	4,351	D	—	—	Common Stock	6,744	I
Series E Convertible Preferred Stock^F2,F5,F4	—	Jun 27, 2016	C	456,870	D	—	—	Common Stock	708,201	I

Explanation of responses

F1The reportable securities are owned directly by OrbiMed Associates III, LP ("Associates III"). OrbiMed Advisors LLC ("Advisors") is the general partner of Associates III. Samuel D. Isaly ("Isaly"), a natural person, is the managing member of and owner of a controlling interest in Advisors. By virtue of such relationships, Advisors and Isaly may be deemed to have voting and investment power over the securities held by Associates III and as a result may be deemed to have beneficial ownership over such securities.
F2The reportable securities are owned directly by OrbiMed Private Investments III, LP ("OPI III"). OrbiMed Capital GP III LLC ("GP III") is the general partner of OPI III, and Advisors is the managing member of GP III. Isaly is the managing member of and owner of a controlling interest in Advisors. By virtue of such relationships, GP III, Advisors and Isaly may be deemed to have voting and investment power over the securities held by OPI III and as a result may be deemed to have beneficial ownership over such securities.
F3The preferred stock is convertible at any time, at the holder's election and has no expiration date. The preferred stock automatically converted into common stock on a 1-for-1 basis upon the closing of the Issuer's initial public offering.
F4The Series E Convertible Preferred Stock is convertible at any time, at the holder's election and has no expiration date. The Series E Convertible Preferred Stock automatically converted into common stock on an approximately 1-for-1.550115 basis upon the closing of the Issuer's initial public offering.
F5This report on Form 4 is jointly filed by GP III, Advisors, and Isaly. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. The Reporting Persons have designated Dr. Carl Gordon, a member of Advisors, to serve on the Issuer's board of directors. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner for the purpose of Section 16 of the Exchange Act, or for any other purpose.