SEC Form 4 · accession 0001104659-16-108213

Corvus Pharmaceuticals, Inc. · CRVS

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

Reporting owner

ORBIMED ADVISORS LLC

Director · 10% Owner

Period of report

Mar 29, 2016

Accepted (ET)

Mar 29, 2016 · 12:21 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001626971

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock, $0.0001 par value^F1,F2,F3	Mar 29, 2016	C	3,994,674	—	A	3,994,674	I	See Footnotes
Common Stock, $0.0001 par value^F1,F2,F3	Mar 29, 2016	C	713,776	—	A	4,708,450	I	See Footnotes
Common Stock, $0.0001 par value^F2,F3	Mar 29, 2016	P	550,000	$15.00	A	5,258,450	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
Series A Convertible Preferred Stock^F1,F2,F3,F4	—	Mar 29, 2016	C	3,994,674	D	—	—	Common Stock	3,994,674	0	I
Series B Convertible Preferred Stock^F1,F2,F3,F4	—	Mar 29, 2016	C	713,776	D	—	—	Common Stock	713,776	0	I

Explanation of responses

F1The Series A Convertible Preferred Stock and Series B Convertible Preferred Stock automatically converted into shares of the Issuer's Common Stock, for no additional consideration, on a 1:1 basis at the consummation of the Issuer's initial public offering.
F2These securities are held of record by OrbiMed Private Investments V, LP ("OPI V"). OrbiMed Capital GP V LLC ("GP V") is the sole general partner of OPI V, and OrbiMed Advisors LLC ("Advisors"), a registered adviser under the Investment Advisors Act of 1940, as amended, is the sole managing member of GP V. Samuel D. Isaly ("Isaly"), a natural person, is the managing member of, and holder of a controlling interest in, Advisors. By virtue of such relationships, GP V, Advisors and Isaly may be deemed to have voting and investment power with respect to the securities held by OPI V noted above and as a result may be deemed to have beneficial ownership over such securities.
F3This report on Form 4 is jointly filed by GP V, Advisors, and Isaly. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his 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.
F4The expiration date is not relevant to the conversion of these securities.
F5OPI V purchased an additional 550,000 shares of the Issuer's common stock in connection with the Issuer's initial public offering at the offering price of $15.00 per share.