SEC Form 4 · accession 0000899243-17-000987
Mirati Therapeutics, Inc. · MRTX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Joseph Lewis
10% Owner
Ivan M Lieberburg
10% Owner
Neil Reisman
10% Owner
Christopher Fuglesang
10% Owner
Boxer Asset Management Inc.
10% Owner
Boxer Capital, LLC
10% Owner
Aaron I. Davis
10% Owner
MVA Investors, LLC
10% Owner
Rodney W Lappe
10% Owner
Shehan Bharatha Dissanayake
10% Owner
Period of report
Jan 6, 2017
Accepted (ET)
Jan 10, 2017 · 5:00 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001576263
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jan 6, 2017 | P | 280,059 | $5.60 | A | 1,037,994 | D | |
| Common StockF3 | Jan 6, 2017 | P | 6,104 | $5.60 | A | 435,444 | D | |
| Common StockF4 | holding | — | — | — | 30,518 | D | ||
| Common StockF5 | holding | — | — | — | 13,131 | D | ||
| Common StockF6 | holding | — | — | — | 37,241 | D | ||
| Common StockF7 | holding | — | — | — | 77,038 | D | ||
| Common StockF8 | holding | — | — | — | 87,052 | D |
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 purchase)F1,F2,F9 | $0.001 | Jan 6, 2017 | P | 2,341,786 | A | Jan 6, 2017 | — | Common Stock | 2,341,786 | 2,341,786 | D |
| Warrant (right to purchase)F3,F9 | $0.001 | Jan 6, 2017 | P | 51,047 | A | Jan 6, 2017 | — | Common Stock | 51,047 | 51,047 | D |
Explanation of responses
- F1These securities are owned directly by Boxer Capital, LLC ("Boxer Capital"), which may be deemed to be a member of a "group" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, consisting of (i) Braslyn Ltd. ("Braslyn"), (ii) Boxer Capital, (iii) Boxer Asset Management Inc. ("Boxer Management"), (v) MVA Investors, LLC ("MVA Investors"), (vi) Joe Lewis, (vii) Rodney W. Lappe, (viii) Ivan M. Lieberburg, (ix) Aaron I. Davis, (x) Neil Reisman, (xi) Shehan B. Dissanayake, and (xii) Christopher Fuglesang (collectively, the "Boxer Group), and indirectly by Boxer Management and Messrs.
- F2(Continued from Footnote 1) Lewis, Fuglesang, Reisman, Lieberburg, Dissanayake and Davis, by virtue of their ownership in Boxer Capital. Each of Messrs. Fuglesang, Reisman, Lieberburg, Dissanayake and Davis is a member of Boxer Capital. Each member of the Boxer Group other than Boxer Capital disclaims beneficial ownership of these securities to the extent it or he does not have a pecuniary interest therein.
- F3These securities are owned directly and solely by MVA Investors, which has sole voting and dispositive power with respect to these securities. Each of Messrs. Fuglesang, Reisman, Lieberburg, Dissanayake and Davis is a member of MVA Investors. Each member of the Boxer Group other than MVA Investors disclaims beneficial ownership of these securities to the extent it or he does not have a pecuniary interest therein.
- F4These securities are owned directly by Christopher Fuglesang, who may be deemed to be a member of the Boxer Group, and includes 11,436 shares received in connection with the pro rata distribution by Boxer Capital to its members on March 16, 2016 (the "Boxer Capital Pro Rata Distribution").
- F5These securities are owned directly by Neil Reisman, who may be deemed to be a member of the Boxer Group, and includes 4,921 shares received in connection with the Boxer Capital Pro Rata Distribution.
- F6These securities are owned directly by Ivan M. Lieberburg, who may be deemed to be a member of the Boxer Group, and includes 34,981 shares received in connection with the Boxer Capital Pro Rata Distribution.
- F7These securities are owned directly by Shehan B. Dissanayake, who may be deemed to be a member of the Boxer Group, and includes 28,869 shares received in connection with the Boxer Capital Pro Rata Distribution.
- F8These securities are owned directly by Aaron I. Davis, who may be deemed to be a member of the Boxer Group, and includes 32,622 shares received in connection with the Boxer Capital Pro Rata Distribution.
- F9The warrants do not have an expiration date and are not exercisable to the extent that, following exercise of such warrants, the warrant holder and its affiliates would beneficially own more than 19.99% of the issuer's common stock.