SEC Form 4 · accession 0001179110-16-018859
Editas Medicine, Inc. · EDIT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Noubar Afeyan
10% Owner
Edwin M Kania Jr.
10% Owner
Flagship Ventures Fund IV, L.P.
10% Owner
Flagship Ventures Fund IV-Rx, L.P.
10% Owner
Period of report
Feb 8, 2016
Accepted (ET)
Feb 9, 2016 · 6:08 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001650664
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Feb 8, 2016 | C | 2,039,549 | — | A | 2,039,549 | D | |
| Common StockF1,F2 | Feb 8, 2016 | C | 1,617,015 | — | A | 3,656,564 | D | |
| Common StockF1,F2 | Feb 8, 2016 | C | 307,692 | — | A | 3,964,256 | D | |
| Common StockF1,F3 | Feb 8, 2016 | C | 509,885 | — | A | 509,885 | I | See Footnote |
| Common StockF1,F3 | Feb 8, 2016 | C | 404,253 | — | A | 914,138 | I | See Footnote |
| Common StockF1,F3 | Feb 8, 2016 | C | 76,922 | — | A | 991,060 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A-1 Preferred StockF2,F1 | — | Feb 8, 2016 | C | 5,302,834 | D | — | — | Common Stock | 2,039,549 | 0 | D |
| Series A-2 Preferred StockF2,F1 | — | Feb 8, 2016 | C | 4,204,240 | D | — | — | Common Stock | 1,617,015 | 0 | D |
| Series B Preferred StockF2,F1 | — | Feb 8, 2016 | C | 800,001 | D | — | — | Common Stock | 307,692 | 0 | D |
| Series A-1 Preferred StockF3,F1 | — | Feb 8, 2016 | C | 1,325,708 | D | — | — | Common Stock | 509,885 | 0 | I |
| Series A-2 Preferred StockF3,F1 | — | Feb 8, 2016 | C | 1,051,060 | D | — | — | Common Stock | 404,253 | 0 | I |
| Series B Preferred StockF3,F1 | — | Feb 8, 2016 | C | 199,999 | D | — | — | Common Stock | 76,922 | 0 | I |
Explanation of responses
- F1The Series A-1, Series A-2 and Series B Preferred Stock converted into Common Stock on a 2.6-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series A-1, Series A-2 and B Preferred Stock were convertible at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The shares had no expiration date.
- F2Held by Flagship Ventures Fund IV, L.P. ("Flagship IV"). Flagship Ventures Fund IV General Partner LLC ("Flagship IV LLC") is the general partner of Flagship IV. Noubar B. Afeyan, Ph.D. and Edwin M. Kania, Jr. are the managers of Flagship IV LLC. Flagship IV LLC and each of these individuals may be deemed to share voting and investment power with respect to all shares held by Flagship IV. Each of the filing persons other than Flagship IV disclaims beneficial ownership of the shares except to the extent of his or its pecuniary interest therein.
- F3Held by Flagship Ventures Fund IV-Rx, L.P. ("Flagship IV-Rx"). Flagship IV LLC is the general partner of Flagship IV-Rx. Noubar B. Afeyan, Ph.D. and Edwin M. Kania, Jr. are the managers of Flagship IV LLC. Flagship IV LLC and each of these individuals may be deemed to share voting and investment power with respect to all shares held by Flagship IV-Rx. Each of the filing persons other than Flagship IV-Rx disclaims beneficial ownership of the shares except to the extent of his or its pecuniary interest therein.