SEC Form 4 · accession 0001104659-15-074205
Dimension Therapeutics, Inc. · DMTX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Rishi Gupta
Director · 10% Owner
Period of report
Oct 27, 2015
Accepted (ET)
Oct 29, 2015 · 6:14 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001592288
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F3,F4 | Oct 27, 2015 | C | 3,250,085 | — | A | 3,250,085 | I | See Footnotes |
| Common StockF2,F3,F4 | Oct 27, 2015 | C | 1,947,613 | — | A | 5,197,698 | I | See Footnotes |
| Common StockF3,F4 | Oct 27, 2015 | P | 200,000 | $13.00 | A | 5,397,698 | I | See Footnotes |
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,F3,F4 | — | Oct 27, 2015 | C | 9,500,000 | D | — | — | Common Stock | 3,250,085 | 0 | I |
| Series B Preferred StockF2,F3,F4 | — | Oct 27, 2015 | C | 5,692,874 | D | — | — | Common Stock | 1,947,613 | 0 | I |
Explanation of responses
- F1The Series A Preferred Stock automatically converted into Common Stock, for no additional consideration, on a 2.923-for-1 basis at the closing of the Issuer's initial public offering, and had no expiration date.
- F2The Series B Preferred Stock automatically converted into Common Stock, for no additional consideration, on a 2.923-for-1 basis at the closing of the Issuer's initial public offering, and had no expiration date.
- F3These securities are held of record by OrbiMed Private Investments V, LP ("OPI V"). OrbiMed Capital GP V LLC ("GP V") is the sole general partner of OPI V. OrbiMed Advisors LLC ("Advisors") is the managing member of GP V. Samuel D. Isaly ("Isaly"), a natural person, is the managing member of and owner of a controlling interest in Advisors. By virtue of such relationships, GP V, Advisors and Isaly may be deemed to have voting and investment power over the securities held by OPI V and as a result may be deemed to have beneficial ownership over such securities. The Reporting Person is an employee of Advisors.
- F4Each of GP V, Advisors, Isaly, 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.