SEC Form 4 · accession 0001193805-16-002565
AveXis, Inc. · AVXS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F1,F2,F3 | $20.00 | Feb 10, 2016 | A | 18,111 | D | — | Feb 10, 2026 | Common Stock | 18,111 | 18,111 | I |
| Stock Option (Right to Buy)F1,F2,F4 | $20.00 | Feb 10, 2016 | A | 8,385 | D | — | Feb 10, 2026 | Common Stock | 8,385 | 8,385 | I |
Explanation of responses
- F1Jonathan S. Leff, a partner in Deerfield Management Company, L.P., serves as a director of the Issuer. The Stock Options granted to Jonathan S. Leff and reported herein are held for the benefit of Deerfield Management Company, L.P.
- F2This Form 4 is being filed by the undersigned as well as the entity listed on the Joint Filer Information Statement attached as an exhibit hereto (the "Reporting Persons"). James E. Flynn is the sole member of the general partner of Deerfield Management Company, L.P. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.
- F3The option shall vest and become exercisable with respect to one-third of the shares on February 10, 2017; the remaining shares shall vest and become exercisable in twenty-four equal monthly installments thereafter, subject to Jonathan S. Leff's Continuous Service (as that term is defined in the Issuer's 2016 Equity Incentive Plan (the "Plan")) through each such date.
- F4The option shall vest and become exercisable (i) in twelve equal monthly installments beginning on March 10, 2016 or (ii) on the date of the Issuer's next annual stockholder meeting, whichever comes first, in each case subject to Jonathan S. Leff's Continuous Service (as that term is defined in the Plan) through each such date.
Remarks
Jonathan S. Leff, a partner in Deerfield Management Company, L.P., serves as a director of the Issuer. Jonathan Isler, Attorney-in-Fact: Power of Attorney, which is hereby incorporated by reference to Exhibit 24 to a Form 3 with regard to Editas Medicine, Inc. filed with the Securities and Exchange Commission on February 2, 2016 by Deerfield Mgmt, L.P., Deerfield Mgmt III, L.P., Deerfield Management Company, L.P., Deerfield Special Situations Fund, L.P., Deerfield Partners, L.P., Deerfield Private Design Fund, L.P., Deerfield Private Design International, L.P., Deerfield PDI Financing, L.P., Deerfield PDI Financing II, L.P., Deerfield Private Design Fund II, L.P., Deerfield Private Design International II, L.P., Deerfield International Master Fund, L.P., Deerfield Healthcare Innovations Fund, L.P., Deerfield Mgmt HIF, L.P., Breaking Stick Holdings, LLC, Deerfield Private Design Fund III, L.P. and James E. Flynn.