SEC Form 4 · accession 0001140361-15-037185

PDS Biotechnology Corp · PDSB

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

Reporting owner

Director

Period of report

Oct 6, 2015

Accepted (ET)

Oct 8, 2015 · 4:14 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001472091

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F2	Oct 6, 2015	C	1,807,703	—	A	1,807,703	I	By Fund
Common Stock^F2	Oct 6, 2015	P	450,000	$11.00	A	2,257,703	I	By Fund
Common Stock^F2	Oct 6, 2015	J	53,665	$8.60	A	2,311,368	I	By Fund

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Series C-2 Convertible Preferred Stock^F2,F1	—	Oct 6, 2015	C	2,473,118	D	—	—	Common Stock	1,807,703	0	I

F1The convertible preferred stock converted into the Issuer's common stock at a conversion ratio, as adjusted to give effect to the Issuer's 1-for-1.3681 reverse stock split effected on September 21, 2015, of one share of common stock for every 1.3681 shares of preferred stock immediately prior to the closing of the Issuer's initial public offering of common stock, and had no expiration date.
F2Consists of 1,807,703 shares of common stock owned of record by Sofinnova Venture Partners IX, L.P. ("SVP IX"). The Reporting Person is a managing member of Sofinnova Management IX, L.L.C., the general partner of SVP IX, and as such, may be deemed to share voting and investment power with respect to such shares. The Reporting Person disclaims beneficial ownership with regard to such shares, except to the extent of his proportionate pecuniary interest therein.
F3SVP IX received a total of 53,665 shares of the Issuer's common stock which represented a payment-in-kind dividend on 2,473,118 shares of the Issuer's convertible preferred stock owned by SVP IX at the time of the dividend payment date. The Reporting Person is a managing member of Sofinnova Management IX, L.L.C., the general partner of SVP IX, and as such, may be deemed to share voting and investment power with respect to such shares. The Reporting Person disclaims beneficial ownership with regard to such shares, except to the extent of his proportionate pecuniary interest therein.