SEC Form 4 · accession 0001209191-15-057204
Seres Therapeutics, Inc. · MCRB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Noubar Afeyan
Director · 10% Owner
Edwin M Kania Jr.
10% Owner
Flagship Ventures Fund IV, L.P.
10% Owner
Flagship Ventures Fund 2007, L.P.
10% Owner
Flagship Ventures Fund IV-Rx, L.P.
10% Owner
Period of report
Jun 25, 2015
Accepted (ET)
Jun 29, 2015 · 5:59 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001609809
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $0.001 par valueF4,F1 | Jun 26, 2015 | C | 8,822,420 | — | A | 8,822,420 | I | See Footnote |
| Common Stock, $0.001 par valueF4,F2 | Jun 26, 2015 | C | 2,205,603 | — | A | 2,205,603 | I | See Footnote |
| Common Stock, $0.001 par valueF4,F3 | Jun 26, 2015 | C | 599,297 | — | A | 599,297 | I | See Footnote |
| Common Stock, $0.001 par valueF6 | holding | — | — | — | 3,055,556 | 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 Convertible Preferred StockF1,F4 | — | Jun 26, 2015 | C | 6,105,362 | D | — | — | Common Stock | 6,105,362 | 0 | I |
| Series A Convertible Preferred StockF2,F4 | — | Jun 26, 2015 | C | 1,526,338 | D | — | — | Common Stock | 1,526,338 | 0 | I |
| Series A Convertible Preferred StockF3,F4 | — | Jun 26, 2015 | C | 599,297 | D | — | — | Common Stock | 599,297 | 0 | I |
| Series A-2 Convertible Preferred StockF1,F4 | — | Jun 26, 2015 | C | 898,877 | D | — | — | Common Stock | 898,877 | 0 | I |
| Series A-2 Convertible Preferred StockF2,F4 | — | Jun 26, 2015 | C | 224,719 | D | — | — | Common Stock | 224,719 | 0 | I |
| Series B Convertible Preferred StockF1,F4 | — | Jun 26, 2015 | C | 1,818,181 | D | — | — | Common Stock | 1,818,181 | 0 | I |
| Series B Convertible Preferred StockF2,F4 | — | Jun 26, 2015 | C | 454,546 | D | — | — | Common Stock | 454,546 | 0 | I |
| Stock Option (right to buy)F5 | $18.00 | Jun 25, 2015 | A | 15,000 | A | — | Jun 24, 2025 | Common Stock | 15,000 | 15,000 | I |
Explanation of responses
- F1Held by Flagship Ventures Fund IV, L.P. ("Flagship Fund IV"). Flagship Ventures Fund IV General Partner LLC ("Flagship Fund IV GP") is the general partner of Flagship Fund IV. Noubar B. Afeyan, Ph.D. and Edwin M. Kania, Jr. are the managers of Flagship Fund IV GP and each of these individuals may be deemed to share voting and investment power with respect to all shares held by Flagship Fund IV. Each of the filing persons disclaims beneficial ownership of the shares except to the extent of his or its pecuniary interest therein.
- F2Held by Flagship Ventures Fund IV-Rx, L.P. ("Flagship IV-Rx"). Flagship Fund IV GP is the general partner of Flagship IV Rx. Noubar B. Afeyan, Ph.D. and Edwin M. Kania, Jr. are the managers of Flagship Fund IV GP and each of these individuals may be deemed to share voting and investment power with respect to all shares held by Flagship IV-Rx. Each of the filing persons disclaims beneficial ownership of the shares except to the extent of his or its pecuniary interest therein.
- F3Held by Flagship Ventures Fund 2007, L.P. ("Flagship 2007"). Flagship Ventures 2007 General Partner LLC ("Flagship 2007 LLC") is the general partner of Flagship 2007. Noubar B. Afeyan, Ph.D. and Edwin M. Kania, Jr. are the managers of Flagship 2007 LLC and each of these individuals may be deemed to share voting and investment power with respect to all shares held by Flagship 2007. Each of the filing persons disclaims beneficial ownership of the shares except to the extent of his or its pecuniary interest therein.
- F4Each class of preferred stock converted into Common Stock on a one-for-one basis upon the listing of the issuer's securities on The NASDAQ Global Select Exchange and had no expiration date.
- F5Held by Noubar B. Afeyan, Ph.D. The option will vest as to 25% of the shares on June 25, 2016. The remainder of the shares will vest in 12 equal monthly installments.
- F6Held by Flagship VentureLabs IV LLC ("Flagship VentureLabs"). Flagship Fund IV is a member of Flagship VentureLabs and also serves as its manager. Flagship Fund IV GP is the general partner of Flagship Fund IV. Noubar B. Afeyan, Ph.D. and Edwin M. Kania, Jr. are the managers of Flagship Fund IV GP. Each of these individuals and entities may be deemed to share voting and investment power with respect to all shares held by Flagship VentureLabs. Each of the filing persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.