SEC Form 4 · accession 0001012975-15-000320
Auspex Pharmaceuticals, Inc. · ASPX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Thomas, McNerney & Partners II L.P.
10% Owner
TMP Associates II LP
10% Owner
TMP Nominee II, LLC
10% Owner
Thomas, McNerney & Partners II, LLC
Director · 10% Owner
Period of report
May 5, 2015
Accepted (ET)
May 7, 2015 · 8:56 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001454189
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | May 5, 2015 | U | 4,835,731 | — | D | 0 | I | see footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Includes 4,768,041 shares held in the name of Thomas, McNerney & Partners II, L.P. ("TMP II"), 49,805 shares held in the name of TMP Nominee II, LLC ("TMPN II") and 17,885 shares held in the name of TMP Associates II, L.P. ("TMPA II").
- F2Disposed of pursuant to an Agreement and Plan of Merger (the "Merger Agreement"), dated March 29, 2015, among the Issuer, Teva Pharmaceuticals Industries Ltd. ("Parent"), and Aurum Merger Sub, Inc., a wholly-owned subsidiary of Parent ("Merger Sub") in exchange for a cash consideration of $101.00 per share, without interest, subject to any required withholding of taxes. Pursuant to the Merger Agreement, Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation.
- F3The securities are held in the name of TMP II, TMPN II and TMPA II. Thomas, McNerney & Partners II, LLC ("TMP II LLC") is the general partner of TMP II and TMPA II. TMP II LLC disclaims its beneficial interest in the reported securities except to the extent of its pecuniary interest.