SEC Form 4 · accession 0001209191-16-133850
Audentes Therapeutics, Inc. · BOLD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jonathan Silverstein
Director · 10% Owner
Period of report
Jul 25, 2016
Accepted (ET)
Jul 25, 2016 · 5:08 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001628738
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Jul 25, 2016 | C | 627,867 | — | A | 852,105 | I | See Footnotes |
| Common StockF4,F2,F3 | Jul 25, 2016 | C | 2,511,441 | — | A | 3,363,546 | I | See Footnotes |
| Common StockF5,F2,F3 | Jul 25, 2016 | C | 1,071,992 | — | A | 4,435,538 | I | See Footnotes |
| Common StockF6,F2,F3 | Jul 25, 2016 | C | 332,766 | — | A | 4,768,304 | I | See Footnotes |
| Common StockF2,F3 | Jul 25, 2016 | P | 33,334 | $15.00 | A | 4,801,638 | 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 Seed Preferred StockF1,F2,F3 | — | Jul 25, 2016 | C | 627,867 | D | — | — | Common Stock | 627,867 | 0 | I |
| Series A Preferred StockF4,F2,F3 | — | Jul 25, 2016 | C | 2,511,441 | D | — | — | Common Stock | 2,511,441 | 0 | I |
| Series B Preferred StockF5,F2,F3 | — | Jul 25, 2016 | C | 1,071,992 | D | — | — | Common Stock | 1,071,992 | 0 | I |
| Series C Preferred StockF6,F2,F3 | — | Jul 25, 2016 | C | 332,766 | D | — | — | Common Stock | 332,766 | 0 | I |
Explanation of responses
- F1Each share of the issuer's Series Seed Preferred Stock automatically converted into 1 share of the issuer's Common Stock on July 25, 2016 in connection with the closing of the issuer's sale of its Common Stock in its firm commitment initial public offering (the "IPO") pursuant to a registration statement on Form S-1 (File No. 333-208842) under the Securities Act of 1933, as amended (the "Registration Statement"), and had no expiration date.
- F2These securities are held of record by OrbiMed Private Investments IV, LP ("OPI IV"). OrbiMed Capital GP IV LLC ("GP IV") is the sole general partner of OPI IV, and OrbiMed Advisors LLC ("Advisors") is the managing member of GP IV. Samuel D. Isaly ("Isaly"), a natural person, is the managing member of and owner of a controlling interest in Advisors. By virtue of such relationships, GP IV, Advisors and Isaly may be deemed to have voting and investment power over the securities held by OPI IV and as a result may be deemed to have beneficial ownership over such securities. The reporting person is a member of Advisors.
- F3Each of GP IV, Advisors, Isaly and the reporting person 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. This report on Form 4 shall not be deemed an admission that any such entity or person, including the reporting person, is a beneficial owner of such securities for the purposes of Section 16 of the Exchange Act, or for any other purposes.
- F4Each share of the issuer's Series A Preferred Stock automatically converted into 1 share of the issuer's Common Stock on July 25, 2016 in connection with the closing of the issuer's sale of its Common Stock in its IPO pursuant to a registration statement, and had no expiration date.
- F5Each share of the issuer's Series B Preferred Stock automatically converted into 1 share of the issuer's Common Stock on July 25, 2016 in connection with the closing of the issuer's sale of its Common Stock in its IPO pursuant to the Registration Statement, and had no expiration date.
- F6Each share of the issuer's Series C Preferred Stock automatically converted into 1 share of the issuer's Common Stock on July 25, 2016 in connection with the closing of the issuer's sale of its Common Stock in its IPO pursuant to the Registration Statement, and had no expiration date.