SEC Form 3 · accession 0001209191-18-050907
Principia Biopharma Inc. · PRNB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Peter A. Thompson
Director
Period of report
Sep 13, 2018
Accepted (ET)
Sep 13, 2018 · 5:14 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001510487
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | holding | — | — | — | 3,945 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Preferred StockF2,F3,F1 | — | holding | — | — | — | — | — | Common Stock | 1,070,771 | — | I |
| Series B-1 Preferred StockF2,F3,F1 | — | holding | — | — | — | — | — | Common Stock | 312,741 | — | I |
| Series B-2 Preferred StockF2,F3,F1 | — | holding | — | — | — | — | — | Common Stock | 260,617 | — | I |
| Series B-3 Preferred StockF2,F3,F1 | — | holding | — | — | — | — | — | Common Stock | 544,047 | — | I |
| Series C Preferred StockF2,F3,F1 | — | holding | — | — | — | — | — | Common Stock | 167,537 | — | I |
| Warrant to Purchase Series B-3 Preferred StockF2,F3,F4,F1 | $8.9931 | holding | — | — | — | — | Dec 29, 2022 | Series B-3 Preferred Stock | 28,623 | — | I |
Explanation of responses
- F1Each share of the issuer's Preferred Stock will automatically convert into 1 share of the issuer's Common Stock immediately upon the closing of the issuer's initial public offering and has no expiration date.
- F2These securities are held of record by OrbiMed Private Investments IV, LP ("OPI IV"). OrbiMed Capital GP IV LLC ("GP IV") is the sole general partner of OPI IV, and OrbiMed Advisors LLC ("Advisors") is the managing member of GP IV. By virtue of such relationships, GP IV and Advisors may be deemed to have voting and investment power over the securities held by OPI IV and as a result may be deemed to have beneficial ownership over such securities. The Reporting Person is an employee of Advisors.
- F3Each GP IV, Advisors and the Reporting Person disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any such entity or person is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
- F4This warrant is exercisable at any time.