SEC Form 4 · accession 0001209191-18-006068
ARMO BioSciences, Inc. · ARMO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Jan 30, 2018
Accepted (ET)
Jan 30, 2018 · 5:32 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 StockF1,F2 | Jan 30, 2018 | C | 1,059,148 | — | A | 1,059,148 | I | By DAG Ventures V-QP, L.P. |
| Common StockF1,F2 | Jan 30, 2018 | C | 2,580 | — | A | 2,580 | I | By DAG Ventures V, L.P. |
| Common StockF3,F2 | Jan 30, 2018 | C | 728,080 | — | A | 1,787,228 | I | By DAG Ventures V-QP, L.P. |
| Common StockF3,F2 | Jan 30, 2018 | C | 1,772 | — | A | 4,352 | I | By DAG Ventures V, L.P. |
| Common StockF4,F2 | Jan 30, 2018 | C | 200,786 | — | A | 1,988,014 | I | By DAG Ventures V-QP, L.P. |
| Common StockF4,F2 | Jan 30, 2018 | C | 489 | — | A | 4,841 | I | By DAG Ventures V, L.P. |
| Common StockF5,F2 | Jan 30, 2018 | C | 226,543 | — | A | 2,214,557 | I | By DAG Ventures V-QP, L.P. |
| Common StockF5,F2 | Jan 30, 2018 | C | 551 | — | A | 5,392 | I | By DAG Ventures V, L.P. |
| Common StockF6,F2 | Jan 30, 2018 | C | 183,351 | — | A | 2,397,908 | I | By DAG Ventures V-QP, L.P. |
| Common StockF6,F2 | Jan 30, 2018 | C | 446 | — | A | 5,838 | I | By DAG Ventures V, L.P. |
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 StockF2,F1 | — | Jan 30, 2018 | C | 1,059,148 | D | — | — | Common Stock | 1,059,148 | 0 | I |
| Series A Preferred StockF2,F1 | — | Jan 30, 2018 | C | 2,580 | D | — | — | Common Stock | 2,580 | 0 | I |
| Series B Preferred StockF2,F3 | — | Jan 30, 2018 | C | 728,080 | D | — | — | Common Stock | 728,080 | 0 | I |
| Series B Preferred StockF2,F3 | — | Jan 30, 2018 | C | 1,772 | D | — | — | Common Stock | 1,772 | 0 | I |
| Series B-1 Preferred StockF2,F4 | — | Jan 30, 2018 | C | 200,786 | D | — | — | Common Stock | 200,786 | 0 | I |
| Series B-1 Preferred StockF2,F4 | — | Jan 30, 2018 | C | 489 | D | — | — | Common Stock | 489 | 0 | I |
| Series C Preferred StockF2,F5 | — | Jan 30, 2018 | C | 226,543 | D | — | — | Common Stock | 226,543 | 0 | I |
| Series C Preferred StockF2,F5 | — | Jan 30, 2018 | C | 551 | D | — | — | Common Stock | 551 | 0 | I |
| Series C-1 Preferred StockF2,F6 | — | Jan 30, 2018 | C | 183,351 | D | — | — | Common Stock | 183,351 | 0 | I |
| Series C-1 Preferred StockF2,F6 | — | Jan 30, 2018 | C | 446 | D | — | — | Common Stock | 446 | 0 | I |
Explanation of responses
- F1Each share of the Issuer's Series A Preferred Stock converted automatically into shares of the Issuer's Common Stock on a one-for-one basis immediately prior to the closing of the Issuer's initial public offering. The Series A Preferred Stock did not have an expiration date.
- F2DAG Ventures Management V, LLC ("DAG Management V") serves as the sole General Partner of DAG Ventures V-QP, L.P. ("DAG V-QP") and DAG Ventures V, L.P. ("DAG V"). As such, DAG Management V possesses sole voting and investment control over the securities owned by DAG V-QP and DAG V, and may be deemed to have indirect beneficial ownership of the securities held by DAG V-QP and DAG V. DAG Management V, however, owns no securities of the Issuer directly. Messrs. Cadeddu and Goodrich are Managing Directors of DAG Management V and share voting and dispositive power over the shares held by DAG V-QP and DAG V. Each Reporting Person disclaims beneficial ownership of the shares held by DAG V-QP and DAG V except to the extent of his or its proportionate pecuniary interest therein.
- F3Each share of the Issuer's Series B Preferred Stock converted automatically into shares of the Issuer's Common Stock on a one-for-one basis immediately prior to the closing of the Issuer's initial public offering. The Series B Preferred Stock did not have an expiration date.
- F4Each share of the Issuer's Series B-1 Preferred Stock converted automatically into shares of the Issuer's Common Stock on a one-for-one basis immediately prior to the closing of the Issuer's initial public offering. The Series B-1 Preferred Stock did not have an expiration date.
- F5Each share of the Issuer's Series C Preferred Stock converted automatically into shares of the Issuer's Common Stock on a one-for-one basis immediately prior to the closing of the Issuer's initial public offering. The Series C Preferred Stock did not have an expiration date.
- F6Each share of the Issuer's Series C-1 Preferred Stock converted automatically into shares of the Issuer's Common Stock on a one-for-one basis immediately prior to the closing of the Issuer's initial public offering. The Series C-1 Preferred Stock did not have an expiration date.