SEC Form 4 · accession 0001104659-19-005837
CYPHERPUNK TECHNOLOGIES INC. · CYPH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Augustine Lawlor
Officer — Chief Operating Officer · 10% Owner
Period of report
Feb 5, 2019
Accepted (ET)
Feb 5, 2019 · 4:21 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001509745
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 5, 2019 | P | 571,428 | $1.75 | A | 4,114,804 | I | See footnote |
| Common StockF2 | holding | — | — | — | 2,618,406 | I | See footnote | |
| Common StockF3 | holding | — | — | — | 343,889 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrant (Right to Buy)F4,F1 | $1.95 | Feb 5, 2019 | P | 571,428 | A | Feb 5, 2019 | Feb 5, 2026 | Common Stock, $0.001 par value per share | 571,428 | 592,797 | I |
Explanation of responses
- F1The shares are owned directly by HealthCare Ventures IX, L.P. Christopher K. Mirabelli, Douglas E. Onsi and Augustine Lawlor (collectively, the "HCVIX Directors") are the Managing Directors of HealthCare Partners IX, LLC ("HCPIX LLC"), which is the General Partner of HealthCare Partners IX, L.P. ("HCPIX"), which is the General Partner of HealthCare Ventures IX, L.P. Each of the HCVIX Directors, HCPIX LLC and HCPIX beneficially own and share voting and dispositive power with respect to all of the securities owned by HealthCare Ventures IX, L.P. Augustine Lawlor disclaims beneficial ownership of these shares except to the extent of his proportionate pecuniary interest in these securities.
- F2The shares are owned directly by HealthCare Ventures VIII, L.P. Christopher K. Mirabelli, James H. Cavanaugh, John W. Littlechild, Harold Werner and Augustine Lawlor (collectively, the "HCVVIII Directors") are the Managing Directors of HealthCare Partners VIII, LLC ("HCPVIII LLC"), which is the General Partner of HealthCare Partners VIII, L.P. ("HCPVIII"), which is the General Partner of HealthCare Ventures VIII, L.P. Each of the HCVVIII Directors, HCPVIII LLC and HCPVIII beneficially own and share voting and dispositive power with respect to all of the securities owned by HealthCare Ventures VIII, L.P. Augustine Lawlor disclaims beneficial ownership of these shares except to the extent of his proportionate pecuniary interest in these securities.
- F3The shares are owned directly by HealthCare Ventures Strategic Fund, L.P. Christopher K. Mirabelli, Douglas E. Onsi and Augustine Lawlor (collectively, the "HCSP Directors") are the Managing Directors of HealthCare Strategic Partners, LLC ("HCV Strategic LLC"), which is the General Partner of HealthCare Ventures Strategic Fund, L.P. Each of the HCSP Directors, and HCV Strategic LLC beneficially own and share voting and dispositive power with respect to all of the securities owned by HCV Strategic Fund, L.P. Augustine Lawlor disclaims beneficial ownership of these shares except to the extent of his proportionate pecuniary interest in these securities.
- F4The reported securities were included with the 571,428 shares of common stock purchased by HealthCare Ventures IX, L.P. for $1.75 per share. Each such purchased share of common stock was issued with a warrant to purchase one share of common stock.