SEC Form 4 · accession 0001104659-17-062948

OptiNose, Inc. · OPTN

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

Reporting owners

10% Owner

10% Owner

Period of report

Oct 17, 2017

Accepted (ET)

Oct 19, 2017 · 4:02 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001494650

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F2,F3	Oct 17, 2017	C	3,013,139	—	A	3,013,139	I	TKWD Ventures LLC

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Series B-2 Convertible Preferred Stock^F3,F2	—	Oct 17, 2017	C	719,225	D	—	—	Common Stock	2,077,049	I
Series C Convertible Preferred Stock^F3,F2	—	Oct 17, 2017	C	41,160	D	—	—	Common Stock	118,865	I
Series C-1 Convertible Preferred Stock^F3,F2	—	Oct 17, 2017	C	190,440	D	—	—	Common Stock	549,971	I
Series C-2 Convertible Preferred Stock^F3,F2	—	Oct 17, 2017	C	92,543	D	—	—	Common Stock	267,254	I

F1Represents the total number of shares of Common Stock received by TKWD Ventures LLC upon conversion of Series B-2, Series C, Series C-1 and Series C-2 Preferred Stock in connection with the closing of the Issuer's initial public offering.
F2The Series B-2, Series C, Series C-1, and Series C-2 Preferred Stock converted into Common Stock on a 2.8879-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series B-2, Series C, Series C-1 and Series C-2 Preferred Stock were convertible at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The Preferred Stock had no expiration date.
F3The reportable securities are owned directly by TKWD Ventures LLC. WFD Ventures LLC is the general partner of TKWD Ventures LLC and may be deemed to have sole voting and investment power over the shares owned by TKWD Ventures LLC.