SEC Form 4 · accession 0000899243-18-026078
ARVINAS, INC. · ARVN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Timothy M Shannon
Director
Period of report
Oct 1, 2018
Accepted (ET)
Oct 3, 2018 · 5:25 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001655759
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Oct 1, 2018 | P | 4,000 | $16.00 | A | 55,398 | D | |
| Common StockF2,F3 | Oct 1, 2018 | C | 4,989,554 | — | A | 4,989,554 | 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 Preferred StockF3,F2 | — | Oct 1, 2018 | C | 9,543,387 | D | — | — | Common Stock | 2,936,426 | 0 | I |
| Series B Preferred StockF3,F2 | — | Oct 1, 2018 | C | 4,462,837 | D | — | — | Common Stock | 1,373,180 | 0 | I |
| Series C Preferred StockF3,F2 | — | Oct 1, 2018 | C | 2,209,833 | D | — | — | Common Stock | 679,948 | 0 | I |
Explanation of responses
- F1Reflects shares of the Issuer's Common Stock that were purchased in connection with the Issuer's initial public offering.
- F2On October 1, 2018, the Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock converted into Common Stock on a 3.25-for-one basis, upon the closing of the Issuer's initial public offering without payment of consideration. The Series A Preferred Stock, Series B Preferred Stock and Series C 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.
- F3These shares are held directly by Canaan IX L.P. The Reporting Person is a non-managing member of Canaan Partners IX LLC, the general partner of Canaan IX L.P. The Reporting Person does not have voting, investment or dispositive power over any of the shares directly held by Canaan IX L.P. and disclaims beneficial ownership of the shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.