SEC Form 4 · accession 0001104659-15-004517
Minerva Neurosciences, Inc. · NERV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Jan 22, 2015
Accepted (ET)
Jan 26, 2015 · 6:01 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001598646
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Jan 22, 2015 | S | 395,697 | $5.11 | D | 2,955,707 | I | See footnote |
| Common StockF4,F5,F6 | Jan 23, 2015 | S | 63,304 | $5.14 | D | 2,892,403 | I | See footnote |
| Common StockF7,F8,F9 | Jan 26, 2015 | S | 23,111 | $5.02 | D | 2,869,292 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The shares were sold as follows: 389,197 by Care Capital Investments III L.P. and 6,500 by Care Capital Offshore Investments III LP.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.28 to $5.00, inclusive. The reporting person undertakes to provide to Minerva Neurosciences, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2), (5) and (8).
- F3Consists of 2,907,158 shares held by Care Capital Investments III L.P. and 48,549 shares held by Care Capital Offshore Investments III LP. Care Capital III, LLC is the general partner of Care Capital Investments III L.P. and Care Capital Offshore Investments III LP and as a result, Care Capital III, LLC has the ultimate power to vote or direct the vote and to dispose or direct the disposition of such shares. Care Capital III, LLC is managed by three or more members and accordingly none of the managing members is deemed to have voting or dispositive control over the securities.
- F4The shares were sold as follows: 62,264 by Care Capital Investments III L.P. and 1,040 by Care Capital Offshore Investments III LP.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.42 to $5.50, inclusive.
- F6Consists of 2,844,894 shares held by Care Capital Investments III L.P. and 47,509 shares held by Care Capital Offshore Investments III LP.
- F7The shares were sold as follows: 22,731 by Care Capital Investments III L.P. and 380 by Care Capital Offshore Investments III LP.
- F8The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.11 to $5.00, inclusive.
- F9Consists of 2,822,163 shares held by Care Capital Investments III L.P. and 47,129 shares held by Care Capital Offshore Investments III LP.