SEC Form 4 · accession 0001209191-18-051833
Principia Biopharma Inc. · PRNB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Simeon George
Director · 10% Owner
Period of report
Sep 18, 2018
Accepted (ET)
Sep 20, 2018 · 6:50 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 StockF1,F2 | Sep 18, 2018 | C | 1,070,771 | — | A | 1,070,771 | I | See Footnote |
| Common StockF1,F2 | Sep 18, 2018 | C | 312,741 | — | A | 1,383,512 | I | See Footnote |
| Common StockF1,F2 | Sep 18, 2018 | C | 260,617 | — | A | 1,644,129 | I | See Footnote |
| Common StockF1,F2 | Sep 18, 2018 | C | 544,047 | — | A | 2,188,176 | I | See Footnote |
| Common StockF1,F2 | Sep 18, 2018 | C | 167,537 | — | A | 2,355,713 | I | See Footnote |
| Common StockF3,F2 | Sep 18, 2018 | P | 270,000 | $17.00 | A | 2,625,713 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Preferred StockF1,F2 | — | Sep 18, 2018 | C | 1,070,771 | D | — | — | Common Stock | 1,070,771 | 0 | I |
| Series B-1 Preferred StockF1,F2 | — | Sep 18, 2018 | C | 312,741 | D | — | — | Common Stock | 312,741 | 0 | I |
| Series B-2 Preferred StockF1,F2 | — | Sep 18, 2018 | C | 260,617 | D | — | — | Common Stock | 260,617 | 0 | I |
| Series B-3 Preferred StockF1,F2 | — | Sep 18, 2018 | C | 544,047 | D | — | — | Common Stock | 544,047 | 0 | I |
| Series C Preferred StockF1,F2 | — | Sep 18, 2018 | C | 167,537 | D | — | — | Common Stock | 167,537 | 0 | I |
| Warrant (Right to Buy)F2,F4,F5,F1 | — | holding | — | — | — | — | — | Common Stock | 28,623 | 28,623 | I |
Explanation of responses
- F1The Series A, Series B-1, Series B-2, Series B-3 and Series C Preferred Stock were converted into Common Stock on a 9.0839-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series A, Series B-1, Series B-2, Series B-3, and Series C 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.
- F2S.R. One, Limited, an indirect, wholly-owned subsidiary of GlaxoSmithKline plc, is the record holder of the shares reported herein. Simeon J. George is a Partner and Vice President at S.R. One, Limited and an employee of GlaxoSmithKline LLC, a wholly-owned subsidiary of GlaxoSmithKline plc. Mr. George disclaims beneficial ownership of all the shares held by S.R. One, Limited and this report shall not be deemed an admission of beneficial ownership of such shares for the purposes of Section 16 or for any other purpose except to the extent of his pecuniary interest therein.
- F3Reflects shares of the Issuer's Common Stock that were purchased in connection with the Issuer's initial public offering.
- F4This warrant has converted from a warrant to purchase Series B-3 Preferred Stock into a warrant to purchase Common Stock.
- F5The warrant is currently exercisable, with an expiration date of December 29, 2022, and an exercise price of $8.99 per share.