SEC Form 4 · accession 0001209191-15-009821

Decoy Therapeutics Inc. · DCOY

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — President and CEO · Director

Period of report

Feb 3, 2015

Accepted (ET)

Feb 5, 2015 · 4:32 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001615219

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F2	Feb 3, 2015	C	1,868,067	$0.00	A	1,868,067	I	By Longwood Fund II. L.P.
Common Stock^F1,F2	Feb 3, 2015	C	516,697	$0.00	A	2,384,764	I	By Longwood Fund II, L.P.

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Series A Preferred Stock^F1,F3,F4,F2	$0.00	Feb 3, 2015	C	8,000,000	D	—	—	Common Stock	8,000,000	0	I
Series B Preferred Stock^F1,F3,F4,F2	$0.00	Feb 3, 2015	C	2,212,756	D	—	—	Common Stock	2,212,756	0	I

F1The shares automatically converted on a 4.2825-for-1 basis into shares of the Issuer's Common Stock upon the closing of a Qualified Public Offering (as defined in the Amended and Restated Certificate of Incorporation).
F2Longwood Fund II GP, LLC is the ultimate General Partner of Longwood Fund II, L.P. Christoph Westphal, M.D., Ph.D., Richard Aldrich and Michelle Dipp, M.D., Ph.D. (collectively, the "Managers") are managers of Longwood Fund II GP, LLC, and, as such, may be deemed to have shared voting and dispositive power with respect to the issuer's securities held by Longwood Fund II, L.P. (the "Longwood Shares"). Each of the Managers disclaim beneficial ownership of the Longwood Shares, except to the extent of their respective pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the shares for purposes of Section 16 or for any other purpose.
F3N/A.
F4The shares have no expiration date.