SEC Form 4 · accession 0001104659-18-042310
Aptinyx Inc. · APTX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James N Topper
Director · 10% Owner
Period of report
Jun 25, 2018
Accepted (ET)
Jun 26, 2018 · 4:54 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001674365
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jun 25, 2018 | C | 1,047,450 | — | A | 1,047,450 | I | See Footnote |
| Common StockF1,F2 | Jun 25, 2018 | C | 1,197,076 | — | A | 2,244,526 | I | See Footnote |
| Common StockF1,F2 | Jun 25, 2018 | C | 795,553 | — | A | 3,040,079 | I | See Footnote |
| Common StockF3,F2 | Jun 25, 2018 | P | 150,000 | $16.00 | A | 3,190,079 | 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 Convertible Preferred StockF1,F2 | — | Jun 25, 2018 | C | 28,895,188 | D | — | — | Common Stock | 1,047,450 | 0 | I |
| Series A-2 Convertible Preferred StockF1,F2 | — | Jun 25, 2018 | C | 33,022,786 | D | — | — | Common Stock | 1,197,076 | 0 | I |
| Series B Convertible Preferred StockF1,F2 | — | Jun 25, 2018 | C | 21,946,301 | D | — | — | Common Stock | 795,553 | 0 | I |
Explanation of responses
- F1Each share of Series A-1 Convertible Preferred Stock, Series A-2 Convertible Preferred Stock and Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 27.58621-for-one basis immediately prior to the closing of the Issuer's initial public offering without payment or consideration. The shares of Series A-1 Convertible Preferred Stock, Series A-2 Convertible Preferred Stock and Series B Convertible Preferred Stock had no expiration date.
- F2The shares are held directly by Frazier Life Sciences VIII, L.P. ("FLS-VIII"). FHM Life Sciences VIII, L.P. ("FHM-VIII L.P.") serves as the sole general partner of FLS-VIII and owns no shares directly. FHM Life Sciences VIII, LLC ("FHM-VIII LLC") serves as the sole general partner of FHM-VIII L.P. and owns no shares directly. James N. Topper and Patrick Heron are members of FHM-VIII LLC and share voting and dispositive power over the shares held by FLS-VIII; however, they disclaim beneficial ownership of the shares held by FLS-VIII except to the extent of their pecuniary interests therein.
- F3On June 25, 2018, FLS-VIII purchased 150,000 shares of common stock of the Issuer at a price of $16.00 per share pursuant to an underwritten public offering.
Remarks
The Reporting Person will no longer be a 10% reporter but will continue to be a director reporter.