SEC Form 4 · accession 0001181431-15-007002
Clovis Oncology, Inc. · CLVS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
M James Barrett
Director
Period of report
May 14, 2015
Accepted (ET)
May 15, 2015 · 5:30 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001466301
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | May 14, 2015 | J | 1,139,891 | $0.00 | D | 1,139,890 | I | See Note 2 |
| Common StockF4 | May 14, 2015 | J | 11,399 | $0.00 | A | 11,399 | I | See Note 4 |
| Common StockF4 | May 14, 2015 | J | 11,399 | $0.00 | D | 0 | I | See Note 4 |
| Common Stock | May 14, 2015 | J | 287 | $0.00 | A | 574 | D | |
| Common StockF8 | May 14, 2015 | J | 287 | $0.00 | A | 574 | I | See Note 8 |
| Common StockF10 | May 14, 2015 | J | 2,424 | $0.00 | A | 2,424 | I | See Note 10 |
| Common StockF11,F10 | May 15, 2015 | S | 500 | $91.864 | D | 1,924 | I | See Note 10 |
| Common StockF12,F10 | May 15, 2015 | S | 1,924 | $92.5713 | D | 0 | I | See Note 10 |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1New Enterprise Associates 13, L.P. ("NEA 13") made a pro rata distribution for no consideration of an aggregate of 1,139,891 shares of common stock of the Issuer to its general partner and its limited partners on May 14, 2015.
- F10The Reporting Person is a member of the Board of Directors of NEA LLC, which is the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the 1934 Act, as amended, or otherwise of the shares held by NEA LLC, except to the extent of his pecuniary interest therein.
- F11The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.76 to $92.04 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (11) to this Form 4.
- F12The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $92.15 to $93 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (12) to this Form 4.
- F2The Reporting Person is a director of NEA 13 GP, LTD, which is the sole general partner of NEA Partners 13, L.P. ("NEA Partners 13"). NEA Partners 13 is the sole general partner of NEA 13, the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of the shares held by NEA 13, except to the extent of his pecuniary interest therein.
- F3NEA Partners 13 received 11,399 shares of common stock of the Issuer in the distribution by NEA 13 on May 14, 2015.
- F4The Reporting Person is a director of NEA 13 GP, LTD, which is the sole general partner of NEA Partners 13. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of the shares held by NEA Partners 13, except to the extent of his pecuniary interest therein.
- F5NEA Partners 13 made a pro rata distribution for no consideration of an aggregate of 11,399 shares of common stock of the Issuer to its limited partners on May 14, 2015.
- F6M. James Barrett and April Barrett received 287 shares of common stock of the Issuer in the distribution by NEA Partners 13 on May 14, 2015.
- F7Barrett 2006 Family Trust received 287 shares of common stock of the Issuer in the distribution by NEA Partners 13 on May 14, 2015.
- F8The securities are directly held by the Barrett 2006 Family Trust. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities of the Issuer held by the Barrett 2006 Family Trust in which the Reporting Person has no pecuniary interest.
- F9New Enterprise Associates, LLC ("NEA LLC") received 2,424 shares of common stock of the Issuer in the distribution by NEA Partners 13 on May 14, 2015.