SEC Form 4 · accession 0001209191-17-064752
Senseonics Holdings, Inc. · SENS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Peter J Barris
10% Owner
Period of report
Dec 6, 2017
Accepted (ET)
Dec 8, 2017 · 4:56 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001616543
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Dec 6, 2017 | X | 139,645 | $1.7902 | A | 139,645 | I | See Note 1 |
| Common StockF1 | Dec 6, 2017 | S | 94,695 | $2.64 | D | 44,950 | I | See Note 1 |
| Common StockF3,F1 | Dec 7, 2017 | S | 12,100 | $2.6139 | D | 32,850 | I | See Note 1 |
| Common StockF4,F1 | Dec 8, 2017 | S | 32,850 | $2.5936 | D | 0 | I | See Note 1 |
| Common Stock | holding | — | — | — | 48,377 | D | ||
| Common StockF5 | holding | — | — | — | 21,911,183 | I | See Note 5 | |
| Common StockF6 | holding | — | — | — | 8,949,292 | I | See Note 6 | |
| Common StockF7 | holding | — | — | — | 27,791 | I | See Note 7 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock purchase warrantF1,F8 | $1.7902 | Dec 6, 2017 | X | 139,645 | D | — | Jul 15, 2021 | Common Stock | 139,645 | 0 | I |
Explanation of responses
- F1The Reporting Person is the sole general partner of NEA Partners VII, Limited Partnership ("NEA Partners VII"). NEA Partners VII is the sole general partner of New Enterprise Associates VII, Limited Partnership ("NEA VII"), the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA VII shares in which the Reporting Person has no pecuniary interest.
- F2On December 6, 2017, NEA VII exercised a warrant to purchase 139,645 shares of the Issuer's common stock for $1.790207 a share. NEA VII paid the exercise price on a cashless basis, resulting in the Issuer withholding 94,695 of the warrant shares to pay the exercise price and issuing to NEA VII the remaining 44,950 shares.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.60 to $2.65, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, 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 range set forth in this footnote (3) to this Form 4.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.57 to $2.64, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, 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 range set forth in this footnote (4) to this Form 4.
- F5The Reporting Person is a general partner of NEA Partners 10, Limited Partnership ("NEA Partners 10"). NEA Partners 10 is the sole general partner of New Enterprise Associates 10, Limited Partnership ("NEA 10"), the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA 10 shares in which the Reporting Person has no pecuniary interest.
- F6The Reporting Person is the sole general partner of NEA Partners 9, Limited Partnership ("NEA Partners 9"). NEA Partners 9 is the sole general partner of New Enterprise Associates 9, Limited Partnership ("NEA 9"), the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA 9 shares in which the Reporting Person has no pecuniary interest.
- F7The Reporting Person is the sole general partner of NEA General Partners, L.P. NEA General Partners, L.P. is the sole general partner of NEA Presidents' Fund, L.P. ("NEA Presidents' Fund"), the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA Presidents' Fund shares in which the Reporting Person has no pecuniary interest.
- F8Immediately exercisable.