SEC Form 4 · accession 0001209191-18-005827
Yarrow Bioscience, Inc. · YARW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Albert Cha
Director
Period of report
Jan 25, 2018
Accepted (ET)
Jan 29, 2018 · 4:14 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001566044
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jan 25, 2018 | P | 258,432 | $17.00 | A | 258,432 | I | By Vivo Capital Fund VIII, L.P. |
| Common StockF1 | Jan 25, 2018 | P | 35,686 | $17.00 | A | 35,686 | I | By Vivo Capital Surplus Fund III, L.P. |
| Common StockF2,F1 | Jan 29, 2018 | C | 2,348,550 | — | A | 2,606,982 | I | By Vivo Capital Fund VIII, L.P. |
| Common StockF2,F1 | Jan 29, 2018 | C | 324,306 | — | A | 359,992 | I | By Vivo Capital Surplus Fund III, L.P. |
| Common StockF2,F1 | Jan 29, 2018 | C | 917,559 | — | A | 3,524,541 | I | By Vivo Capital Fund VIII, L.P. |
| Common StockF2,F1 | Jan 29, 2018 | C | 126,703 | — | A | 486,695 | I | By Vivo Capital Surplus Fund III, L.P. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series B Preferred StockF2,F1 | — | Jan 29, 2018 | C | 6,335,215 | D | — | — | Common Stock | 2,348,550 | 0 | I |
| Series B Preferred StockF2,F1 | — | Jan 29, 2018 | C | 874,817 | D | — | — | Common Stock | 324,306 | 0 | I |
| Series C Preferred StockF2,F1 | — | Jan 29, 2018 | C | 2,475,118 | D | — | — | Common Stock | 917,559 | 0 | I |
| Series C Preferred StockF2,F1 | — | Jan 29, 2018 | C | 341,784 | D | — | — | Common Stock | 126,703 | 0 | I |
Explanation of responses
- F1The reporting person is one of the managing members of Vivo Capital VII, LLC ("Vivo LLC"), which is the general partner of each of Vivo Capital Fund VIII, L.P. ("VCF") and Vivo Capital Surplus Fund VIII, L.P. ("VCSF"), the record holders of the securities, and the reporting person therefore may be deemed to share voting and dispositive power over the securities held by VCF and VCSF. The reporting person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
- F2Effective immediately prior to the closing of the Issuer's initial public offering of its common stock, each share of the Series B Preferred Stock and Series C Preferred Stock automatically converted into 0.3707 shares of the Issuer's common stock.