SEC Form 4 · accession 0001140361-18-031069
Tricida, Inc. · TCDA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Patrick G Enright
10% Owner
Bakker Juliet Tammenoms
10% Owner
Longitude Venture Partners II, L.P.
10% Owner
Longitude Capital Partners II, LLC
10% Owner
Period of report
Jul 2, 2018
Accepted (ET)
Jul 2, 2018 · 9:16 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001595585
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Jul 2, 2018 | C | 2,431,511 | — | A | 2,431,511 | I | Longitude Venture Partners II, L.P. |
| Common StockF1,F2,F3 | Jul 2, 2018 | C | 456,644 | — | A | 2,888,155 | I | Longitude Venture Partners II, L.P. |
| Common StockF2,F3 | Jul 2, 2018 | P | 131,579 | $19.00 | A | 3,019,734 | I | Longitude Venture Partners II, 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 C Convertible Preferred StockF1,F2,F3 | — | Jul 2, 2018 | C | 9,677,419 | D | — | — | Common Stock | 2,431,511 | 0 | I |
| Series D Convertible Preferred StockF1,F2,F3 | — | Jul 2, 2018 | C | 1,817,447 | D | — | — | Common Stock | 456,644 | 0 | I |
Explanation of responses
- F1Each of the Series C Convertible Preferred Stock and Series D Convertible Preferred Stock was convertible at any time at the option of the holder into Common Stock at a rate of 1/3.98, for no additional consideration, and had no expiration date. Each of the Series C Convertible Preferred Stock and Series D Convertible Preferred Stock automatically converted into Common Stock, at a rate of 1/3.98 and for no additional consideration, upon closing of the Issuer's initial public offering of its Common Stock.
- F2These shares are held directly by Longitude Venture Partners II, L.P. ("Longitude II"). This statement is filed jointly by Longitude Capital Partners II, LLC ("LCP2"), Longitude II, Patrick G. Enright ("Mr. Enright") and Juliet Tammenoms Bakker ("Ms. Bakker"), all of whom share beneficial ownership of more than 10% of the capital stock of the Issuer. LCP2 is the general partner of Longitude II and may be deemed to share voting and investment power over the shares of the Issuer held by Longitude II. Mr. Enright and Ms. Bakker are the managing members of LCP2 and may be deemed to share voting and investment power over the shares of the Issuer held by Longitude II.
- F3Each of LCP2, Mr. Enright and Ms. Bakker disclaims beneficial ownership of such shares except to the extent of its, his or her pecuniary interest therein, and the filing of this statement shall not be deemed an admission that any such Reporting Person is a beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.