SEC Form 4 · accession 0000899243-17-027016

X4 Pharmaceuticals, Inc · XFOR

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

Reporting owner

Claudio Nessi

Director

Period of report

Nov 20, 2017

Accepted (ET)

Nov 20, 2017 · 5:43 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001501697

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F4	Nov 20, 2017	C	246,682	—	A	246,682	I	See Footnote
Common Stock^F2,F4	Nov 20, 2017	C	41,878	—	A	288,560	I	See Footnote
Common Stock^F3,F4	Nov 20, 2017	C	279,079	—	A	567,639	I	See Footnote
Common Stock^F4	Nov 20, 2017	P	300,000	$10.00	A	867,639	I	See Footnote

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Series B Convertible Preferred Stock^F4,F1	—	Nov 20, 2017	C	552,487	D	—	—	Common Stock	246,682	I
Series C Convertible Preferred Stock^F4,F2	—	Nov 20, 2017	C	84,040	D	—	—	Common Stock	41,878	I
Series D Convertible Preferred Stock^F4,F3	—	Nov 20, 2017	C	952,497	D	—	—	Common Stock	279,079	I

Explanation of responses

F1The Series B Convertible Preferred Stock converted into Common Stock on a 0.44650-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series B Convertible Preferred Stock was convertible at any time at the holder's election and automatically upon the closing at the Issuer's initial public offering. The shares had no expiration date.
F2The Series C Convertible Preferred Stock converted into Common Stock on a 0.49832-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series C Convertible Preferred Stock was convertible at any time at the holder's election and automatically upon the closing at the Issuer's initial public offering. The shares had no expiration date.
F3The Series D Convertible Preferred Stock converted into Common Stock on a 0.29300-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series D Convertible Preferred Stock was convertible at any time at the holder's election and automatically upon the closing at the Issuer's initial public offering. The shares had no expiration date.
F4The reported securities are held of record by NeoMed Innovation V L.P. Claudio Nessi, a member of our board of directors, is the Managing Partner of NeoMed Management (Jersey) Limited, which is the Investment Manager to NeoMed Innovation V L.P. By virtue of such relationship, Dr. Nessi may be deemed to have voting and investment power with respect to the shares held by NeoMed Innovation V L.P. Dr. Nessi disclaims beneficial ownership of the shares held by NeoMed Innovation V L.P., except to the extent of its his pecuniary interest therein, if any.