SEC Form 4 · accession 0001192482-16-000723
Tabula Rasa HealthCare, Inc. · TRHC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Glen R Bressner
Director · 10% Owner
Michael J Gausling
10% Owner
ORIGINATE GROWTH FUND 1A LP
10% Owner
Originate Growth GP, LLC
10% Owner
Eric R Arnson
10% Owner
Period of report
Oct 4, 2016
Accepted (ET)
Oct 5, 2016 · 4:26 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001651561
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Oct 4, 2016 | C | 472,560 | — | A | 510,218 | D | |
| Common StockF1,F2 | Oct 4, 2016 | C | 302,659 | — | A | 812,877 | D | |
| Common StockF1,F2 | Oct 4, 2016 | C | 53,912 | — | A | 866,789 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Preferred StockF1,F2,F3 | — | Oct 4, 2016 | C | 916,766 | D | — | — | Common Stock | 472,560 | 0 | D |
| Series A-1 Preferred StockF1,F2,F3 | — | Oct 4, 2016 | C | 587,158 | D | — | — | Common Stock | 302,659 | 0 | D |
| Series B Preferred StockF1,F2,F3 | — | Oct 4, 2016 | C | 104,589 | D | — | — | Common Stock | 53,912 | 0 | D |
Explanation of responses
- F1Originate Growth Fund #1A, L.P. ("Originate #1A"), Originate #1A was the record holder of 916,766 shares of Series A Preferred Stock, which automatically converted into 472,560 shares of common stock upon the closing of the Issuer's initial public offering. Originate #1A was the record holder of 587,158 shares of Series A-1 Preferred Stock, which automatically converted into 302,659 shares of common stock upon the closing of the Issuer's initial public offering. Originate #1A was the record holder of 104,589 shares of Series B Preferred Stock, which automatically converted into 53,912 shares of common stock upon the closing of the Issuer's initial public offering.
- F2This report is filed jointly by Originate #1A, Originate Growth GP, LLC ("Originate GP"), Glen Bressner ("Bressner"), Eric Arnson ("Arnson"), and Michael Gausling ("Gausling"). The shares are held by Originate #1A. The general partner of Originate #1A is Originate GP, a limited liability company. The members of Originate GP are Bressner, Arnson, and Gausling. The members of Originate GP share voting and dispositive power over the shares held by Originate #1A. Each of these individuals disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest.
- F3All series of Preferred Stock automatically converted into Tabula Rasa HealthCare, Inc. (the "Issuer") common stock immediately prior to the closing of the initial public offering and have no expiration date.