SEC Form 4 · accession 0000899243-18-028098
Axonics Modulation Technologies, Inc. · AXNX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Nov 2, 2018
Accepted (ET)
Nov 2, 2018 · 7:40 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001603756
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Nov 2, 2018 | C | 799,228 | — | A | 799,228 | I | See footnote |
| Common StockF1,F4,F3 | Nov 2, 2018 | C | 806,080 | — | A | 1,605,308 | I | See footnote |
| Common StockF1,F5,F3 | Nov 2, 2018 | C | 431,250 | — | A | 2,036,558 | I | See footnote |
| Common StockF1,F6,F3 | Nov 2, 2018 | C | 654,237 | — | A | 2,690,795 | I | See footnote |
| Common StockF1,F3 | Nov 2, 2018 | P | 866,666 | $15.00 | A | 3,557,461 | I | See footnote |
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 StockF3,F2,F1 | — | Nov 2, 2018 | C | 345,000 | D | — | — | Common Stock | 799,228 | 0 | I |
| Series B-1 Preferred StockF3,F4,F1 | — | Nov 2, 2018 | C | 671,733 | D | — | — | Common Stock | 806,080 | 0 | I |
| Series B-2 Preferred StockF3,F5,F1 | — | Nov 2, 2018 | C | 359,375 | D | — | — | Common Stock | 431,250 | 0 | I |
| Series C Preferred StockF3,F6,F1 | — | Nov 2, 2018 | C | 545,197 | D | — | — | Common Stock | 654,237 | 0 | I |
Explanation of responses
- F1Reflects a 1.2-for-1 forward stock split of the Issuer's common stock effected on October 18, 2018.
- F2Effective upon the closing of the Issuer's initial public offering of its common stock under the Securities Act of 1933, as amended, each share of Series A preferred stock automatically converted into 2.31660 shares of the Issuer's common stock. The A preferred stock had no expiration date.
- F3This report is filed jointly by Andera Partners ("Andera") and BioDiscovery 4 FCPR ("BioDiscovery"). 2,824,128 shares are held of record by BioDiscovery and 733,333 shares are held of record by BioDiscovery 5 ("BioDiscovery 5"). Andera is the manager of BioDiscovery and BioDiscovery 5 and may be deemed to have sole voting and dispositive power over the shares held by BioDiscovery and BioDiscovery 5.
- F4Effective upon the closing of the Issuer's initial public offering of its common stock under the Securities Act of 1933, as amended, each share of Series B-1 preferred stock automatically converted into 1.2 shares of the Issuer's common stock. The B-1 preferred stock had no expiration date.
- F5Effective upon the closing of the Issuer's initial public offering of its common stock under the Securities Act of 1933, as amended, each share of Series B-2 preferred stock automatically converted into 1.2 shares of the Issuer's common stock. The B-2 preferred stock had no expiration date.
- F6Effective upon the closing of the Issuer's initial public offering of its common stock under the Securities Act of 1933, as amended, each share of Series C preferred stock automatically converted into 1.2 shares of the Issuer's common stock. The C preferred stock had no expiration date.