SEC Form 4 · accession 0000899243-16-030262
Novan, Inc. · NOVN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Sep 26, 2016
Accepted (ET)
Sep 28, 2016 · 6:28 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001467154
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Sep 26, 2016 | C | 1,043,630 | $0.00 | A | 1,043,630 | D | |
| Common StockF1 | Sep 26, 2016 | C | 478,280 | $0.00 | A | 478,280 | 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 1 Preferred StockF2 | — | Sep 26, 2016 | C | 329,938 | D | — | — | Common Stock | 329,938 | 0 | D |
| Series 1 Preferred StockF1,F2 | — | Sep 26, 2016 | C | 478,280 | D | — | — | Common Stock | 478,280 | 0 | I |
| Series 2 Preferred StockF2 | — | Sep 26, 2016 | C | 379,307 | D | — | — | Common Stock | 379,307 | 0 | D |
| Series 3 Preferred StockF2 | — | Sep 26, 2016 | C | 148,885 | D | — | — | Common Stock | 148,885 | 0 | D |
| Series 4 Preferred StockF2 | — | Sep 26, 2016 | C | 87,033 | D | — | — | Common Stock | 87,033 | 0 | D |
| Mezzanine A StockF2 | — | Sep 26, 2016 | C | 98,467 | D | — | — | Common Stock | 98,467 | 0 | D |
Explanation of responses
- F1Includes (i) 239,140 shares of Series One preferred stock held by of T.D.H. One, LLC and (ii) 239,140 shares of Series One preferred stock held by T.D.H. Two, LLC. Mr. Hunter is the manager and majority equity holder of T.D.H. One, LLC and T.D.H. Two, LLC and has voting and investment power over such shares of preferred stock held by T.D.H. One, LLC and T.D.H. Two, LLC.
- F2The preferred stock automatically converted into common stock on a 1-to-1 basis upon the closing of the Issuer's initial public offering.