SEC Form 3 · accession 0000899243-17-025151
Spero Therapeutics, Inc. · SPRO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Atlas Venture Associates IX, LLC
10% Owner
Atlas Venture Associates IX, L.P.
10% Owner
Atlas Venture Fund IX, L.P.
10% Owner
Period of report
Nov 1, 2017
Accepted (ET)
Nov 1, 2017 · 7:50 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001701108
Table I — non-derivative securities
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Junior Preferred StockF7,F2,F3 | — | holding | — | — | — | — | — | Common Stock | 245,605 | — | D |
| Series A Preferred StockF7,F4,F3 | — | holding | — | — | — | — | — | Common Stock | 246,272 | — | D |
| Series B Preferred StockF7,F5,F3 | — | holding | — | — | — | — | — | Common Stock | 328,992 | — | D |
| Series C Preferred StockF7,F6,F3 | — | holding | — | — | — | — | — | Common Stock | 513,318 | — | D |
Explanation of responses
- F1The number of shares reported reflects a 1-for-6.0774 reverse stock split of the Issuer's common stock effected on October 20, 2017.
- F2The shares of Junior preferred stock are convertible into the number of shares of common stock shown in Column 3, calculated using the conversion ratio set forth in the Issuer's Amended and Restated Certificate of Incorporation, as amended, at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The shares have no expiration date.
- F3Share numbers give effect to the 1-for-6.0774 reverse stock split of the Issuer's common stock effected on October 20, 2017.
- F4The shares of Series A preferred stock are convertible into the number of shares of common stock shown in Column 3, calculated using the conversion ratio set forth in the Issuer's Amended and Restated Certificate of Incorporation, as amended, at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The shares have no expiration date.
- F5The shares of Series B preferred stock are convertible into the number of shares of common stock shown in Column 3, calculated using the conversion ratio set forth in the Issuer's Amended and Restated Certificate of Incorporation, as amended, at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The shares have no expiration date.
- F6The shares of Series C preferred stock are convertible into the number of shares of common stock shown in Column 3, calculated using the conversion ratio set forth in the Issuer's Amended and Restated Certificate of Incorporation, as amended, at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The shares have no expiration date.
- F7The shares are held directly by Atlas Venture Fund IX, L.P. ("Atlas Venture Fund IX"). The general partner of Atlas Venture Fund IX is Atlas Venture Associates IX, L.P. ("AVA IX LP"). Atlas Venture Associates IX, LLC ("AVA IX LLC") is the general partner of AVA IX LP. Each of AVA IX LP and AVA IX LLC disclaims beneficial ownership of the shares held by Atlas Venture Fund IX, except to the extent of its pecuniary interest therein.