SEC Form 4 · accession 0000899243-18-019324
Translate Bio, Inc. · TBIO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Otello Stampacchia
10% Owner
Omega Fund IV, L.P.
10% Owner
Omega Fund IV GP, L.P.
10% Owner
Richard J. Lim
10% Owner
Omega Fund IV G.P. Manager, Ltd.
10% Owner
Omega Fund V GP Manager, Ltd.
10% Owner
Omega Fund V, L.P.
10% Owner
Omega Fund V GP, L.P.
10% Owner
Anne-Mari Paster
10% Owner
Claudio Nessi
10% Owner
Period of report
Jul 2, 2018
Accepted (ET)
Jul 3, 2018 · 6:44 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001693415
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jul 2, 2018 | C | 979,179 | — | A | 979,179 | D | |
| Common StockF1,F2 | Jul 2, 2018 | C | 979,179 | — | A | 979,179 | I | By Omega IV |
| Common StockF1 | Jul 2, 2018 | C | 1,458,424 | — | A | 1,458,424 | D | |
| Common StockF1,F3 | Jul 2, 2018 | C | 1,458,424 | — | A | 1,458,424 | I | By Omega V |
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 | — | Jul 2, 2018 | C | 2,500,000 | D | — | — | Common Stock | 450,004 | 0 | D |
| Series A Preferred StockF2,F1 | — | Jul 2, 2018 | C | 2,500,000 | D | — | — | Common Stock | 450,004 | 0 | I |
| Series B Preferred StockF1 | — | Jul 2, 2018 | C | 1,676,348 | D | — | — | Common Stock | 301,745 | 0 | D |
| Series B Preferred StockF2,F1 | — | Jul 2, 2018 | C | 1,676,348 | D | — | — | Common Stock | 301,745 | 0 | I |
| Series C Preferred StockF1 | — | Jul 2, 2018 | C | 1,263,484 | D | — | — | Common Stock | 227,429 | 0 | D |
| Series C Preferred StockF2,F1 | — | Jul 2, 2018 | C | 1,263,484 | D | — | — | Common Stock | 227,429 | 0 | I |
| Series A Preferred StockF1 | — | Jul 2, 2018 | C | 5,800,000 | D | — | — | Common Stock | 1,044,010 | 0 | D |
| Series A Preferred StockF3,F1 | — | Jul 2, 2018 | C | 5,800,000 | D | — | — | Common Stock | 1,044,010 | 0 | I |
| Series B Preferred StockF1 | — | Jul 2, 2018 | C | 2,000,103 | D | — | — | Common Stock | 360,022 | 0 | D |
| Series B Preferred StockF3,F1 | — | Jul 2, 2018 | C | 2,000,103 | D | — | — | Common Stock | 360,022 | 0 | I |
| Series C Preferred StockF1 | — | Jul 2, 2018 | C | 302,173 | D | — | — | Common Stock | 54,391 | 0 | D |
| Series C Preferred StockF3,F1 | — | Jul 2, 2018 | C | 302,173 | D | — | — | Common Stock | 54,391 | 0 | I |
Explanation of responses
- F1The Series A, Series B and Series C Preferred Stock converted into Common Stock on a 5.5555-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series A, Series B 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 pubic offering. The shares had no expiration date.
- F2The reported securities are beneficially owned by Omega Fund IV GP, L.P. ("Omega IV GP"), as general partner of Omega Fund IV, L.P. ("Omega IV"). Omega Fund IV G.P. Manager, Ltd. ("Omega IV GP Manager"), is the general partner of Omega IV GP. Otello Stampacchia, Richard Lim and Anne-Mari Paster are all the shareholders and directors of Omega IV GP Manager and have shared voting and investment power over the shares held by Omega IV. Each of the Reporting Persons disclaim beneficial ownership of these securities, except to the extent of his, her or its pecuniary interest therein, if any.
- F3The reported securities are beneficially owned by Omega Fund V GP, L.P. ("Omega V GP"), as general partner of Omega Fund V, L.P. ("Omega V"). Omega Fund V GP Manager, Ltd. ("Omega V GP Manager"), is the general partner of Omega V GP. Otello Stampacchia, Richard Lim, Anne-Mari Paster and Claudio Nessi are all the shareholders and directors of Omega V GP Manager and have shared voting and investment power over the shares held by Omega V. Each of the Reporting Persons disclaim beneficial ownership of these securities, except to the extent of his, her or its pecuniary interest therein, if any.