SEC Form 4 · accession 0000947871-19-000043
ALPINE IMMUNE SCIENCES, INC. · ALPN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
ORBIMED ADVISORS LLC
Director · 10% Owner
OrbiMed Capital GP VI LLC
Director · 10% Owner
Period of report
Jan 18, 2019
Accepted (ET)
Jan 23, 2019 · 5:58 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001626199
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F4 | Jan 18, 2019 | P | 372,439 | $5.37 | A | 3,670,955 | I | See Footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrants to Purchase Common StockF3,F2,F4 | — | Jan 18, 2019 | P | 145,251 | A | — | Jan 18, 2024 | Common Stock | 145,251 | 145,251 | I |
Explanation of responses
- F1These shares of the Issuer's common stock ("Shares") were purchased in a block order at a price of $5.37.
- F2These securities are held of record by OrbiMed Private Investments VI, LP ("OPI VI"). OrbiMed Capital GP VI LLC ("GP VI") is the sole general partner of OPI VI, and OrbiMed Advisors LLC ("Advisors"), a registered adviser under the Investment Advisors Act of 1940, as amended, is the sole managing member of GP VI. By virtue of such relationships, GP VI and Advisors may be deemed to have voting and investment power with respect to the securities held by OPI VI noted above and as a result may be deemed to beneficially own such securities for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Advisors exercised this investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho and Jonathan T. Silverstein, each of whom disclaims beneficial ownership of the Shares held by OPI VI.
- F3Warrants ("Warrants") to purchase Shares. The Warrants are immediately exercisable for five years from the date of issuance and have an exercise price of $12.74 per Share.
- F4This report on Form 4 is jointly filed by GP VI and Advisors. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Exchange Act, except to the extent of its pecuniary interest therein, if any. The Reporting Persons have designated a representative, currently Peter A. Thompson, an employee of Advisors, to serve on the Issuer's board of directors. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.