SEC Form 4 · accession 0000899243-18-002286

ARMO BioSciences, Inc. · ARMO

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owners

ORBIMED ADVISORS LLC

Director · 10% Owner

OrbiMed Capital GP IV LLC

Director · 10% Owner

OrbiMed Capital GP V LLC

Director · 10% Owner

Period of report

Jan 30, 2018

Accepted (ET)

Jan 30, 2018 · 5:14 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001693664

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F3,F4,F6	Jan 30, 2018	C	3,709,356	—	A	3,709,356	I	By OrbiMed Private Investments IV, LP
Common Stock^F2,F3,F5,F6	Jan 30, 2018	C	409,547	—	A	409,547	I	By OrbiMed Private Investments V, LP

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Series A Convertible Preferred Stock^F4,F6,F3	—	Jan 30, 2018	C	1,783,704	D	—	—	Common Stock	1,783,704	I
Series B Convertible Preferred Stock^F4,F6,F3	—	Jan 30, 2018	C	1,226,156	D	—	—	Common Stock	1,226,156	I
Series C Convertible Preferred Stock^F4,F6,F3	—	Jan 30, 2018	C	415,869	D	—	—	Common Stock	415,869	I
Series C-1 Convertible Preferred Stock^F4,F6,F3	—	Jan 30, 2018	C	283,627	D	—	—	Common Stock	283,627	I
Series B-1 Convertible Preferred Stock^F5,F6,F3	—	Jan 30, 2018	C	332,271	D	—	—	Common Stock	332,271	I
Series C Convertible Preferred Stock^F5,F6,F3	—	Jan 30, 2018	C	45,961	D	—	—	Common Stock	45,961	I
Series C-1 Convertible Preferred Stock^F5,F6,F3	—	Jan 30, 2018	C	31,315	D	—	—	Common Stock	31,315	I

Explanation of responses

F1The total represents shares received upon conversion of shares of Series A, B, C and C-1 Convertible Preferred Stock.
F2The total represents shares received upon conversion of shares of Series B-1, C and C-1 Convertible Preferred Stock.
F3Each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock, Series B-1 Convertible Preferred Stock, Series C Convertible Preferred Stock and Series C-1 Convertible Preferred Stock automatically converted into one share of Issuer's Common Stock for no additional consideration immediately prior to the completion of the Issuer's initial public offering. The Convertible Preferred Stock had no expiration date.
F4These Shares are held of record by OrbiMed Private Investments IV, LP ("OPI IV"). OrbiMed Capital GP IV LLC ("GP IV") is the general partner of OPI IV, and OrbiMed Advisors LLC ("Advisors"), a registered adviser under the Investment Advisors Act of 1940, as amended, is the managing member of GP IV. By virtue of such relationships, GP IV and Advisors may be deemed to have voting and investment power over the securities held by OPI IV and as a result may be deemed to have beneficial ownership over such securities.
F5These Shares are held of record by OrbiMed Private Investments V, LP ("OPI V"). OrbiMed Capital GP V LLC ("GP V") is the general partner of OPI V, and Advisors is the managing member of GP V. By virtue of such relationships, GP V and Advisors may be deemed to have voting and investment power over the securities held by OPI V and as a result may be deemed to have beneficial ownership over such securities.
F6Each of GP IV, GP V and Advisors disclaim beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. The Reporting Persons have designated a representative, currently Carl L. Gordon, a member of Advisors, to serve on the Issuer's board of directors. This report on Form 4 shall not be deemed an admission that any of the reporting persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.