SEC Form 4 · accession 0001615774-17-001995
BioPharmX Corp · BPMX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Vivo Capital Fund VIII, L.P.
10% Owner
Period of report
Apr 28, 2017
Accepted (ET)
May 1, 2017 · 6:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001504167
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Apr 28, 2017 | P | 1,282,052 | $0.78 | A | 14,096,338 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock Warrant (right to buy)F3,F2 | $0.90 | Apr 28, 2017 | P | 641,026 | A | — | Oct 28, 2022 | Common Stock | 641,026 | 641,026 | I |
Explanation of responses
- F1These shares are owned directly by Vivo Capital Fund VIII, L.P. and Vivo Capital Surplus Fund VIII, L.P., which are the record owners of these shares. Vivo Capital VIII, LLC is the general partner of both Vivo Capital Fund VIII, L.P. and Vivo Capital Surplus Fund VIII, L.P. and may be deemed to beneficially own such shares. The voting members of Vivo Capital VIII, LLC are Frank Kung, Albert Cha, Edgar Engleman, Chen Yu, and Shan Fu, none of whom has individual voting or investment power with respect to these shares and each of whom disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- F2These warrants will be exercisable at any time on or after October 28, 2017, provided that the warrant holder(s) will be prohibited from exercising this warrant, if after giving effect to such exercise, the holder(s) (together with such holder(s)'s affiliates and any other persons acting as a group together) would beneficially own in excess of 19.99% of the shares of common stock of the Issuer outstanding immediately after giving effect to such exercise. These warrants will expire on October 28, 2022.
- F3These warrants are granted to Vivo Capital Fund VIII, L.P. and Vivo Capital Surplus Fund VIII, L.P., which are the record owners of these warrants. Vivo Capital VIII, LLC is the general partner of both Vivo Capital Fund VIII, L.P. and Vivo Capital Surplus Fund VIII, L.P. and may be deemed to beneficially own such warrants. The voting members of Vivo Capital VIII, LLC are Frank Kung, Albert Cha, Edgar Engleman, Chen Yu, and Shan Fu, none of whom has individual voting or investment power with respect to these warrants and each of whom disclaims beneficial ownership of such warrants except to the extent of his pecuniary interest therein.