SEC Form 4 · accession 0001104659-17-062949
OptiNose, Inc. · OPTN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
William F Doyle
Director · 10% Owner
Period of report
Oct 17, 2017
Accepted (ET)
Oct 19, 2017 · 4:03 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 StockF1,F2 | Oct 17, 2017 | C | 18,803 | — | A | 18,803 | D | |
| Common StockF1,F2,F3 | Oct 17, 2017 | C | 3,013,139 | — | A | 3,013,139 | I | TKWD Ventures LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series B-2 Convertible Preferred StockF2 | — | Oct 17, 2017 | C | 4,563 | D | — | — | Common Stock | 13,177 | 0 | D |
| Series C-1 Convertible Preferred StockF2 | — | Oct 17, 2017 | C | 1,142 | D | — | — | Common Stock | 3,297 | 0 | D |
| Series C-2 Convertible Preferred StockF2 | — | Oct 17, 2017 | C | 473 | D | — | — | Common Stock | 1,365 | 0 | D |
| Series D Convertible Preferred StockF2 | — | Oct 17, 2017 | C | 334 | D | — | — | Common Stock | 964 | 0 | D |
| Series B-2 Convertible Preferred StockF3,F2 | — | Oct 17, 2017 | C | 719,225 | D | — | — | Common Stock | 2,077,049 | 0 | I |
| Series C Convertible Preferred StockF3,F2 | — | Oct 17, 2017 | C | 41,160 | D | — | — | Common Stock | 118,865 | 0 | I |
| Series C-1 Convertible Preferred StockF3,F2 | — | Oct 17, 2017 | C | 190,440 | D | — | — | Common Stock | 549,971 | 0 | I |
| Series C-2 Convertible Preferred StockF3,F2 | — | Oct 17, 2017 | C | 92,543 | D | — | — | Common Stock | 267,254 | 0 | I |
Explanation of responses
- F1Represents the total number of shares of Common Stock received upon conversion of Series B-2, Series C, Series C-1, Series C-2 and Series D Preferred Stock in connection with the closing of the Issuer's initial public offering.
- F2The Series B-2, Series C, Series C-1, Series C-2 and Series D 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, Series C-2 and Series D 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.
- F3Mr. Doyle is a managing director of WFD Ventures LLC, which is the general partner of TKWD Ventures LLC. Mr. Doyle possesses sole voting and investment power over shares owned by TKWD Ventures LLC.