SEC Form 4 · accession 0000899243-18-002535
Solid Biosciences Inc. · SLDB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Adam Koppel
Director
Period of report
Jan 30, 2018
Accepted (ET)
Feb 1, 2018 · 7:07 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001707502
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF3,F1,F2 | Jan 25, 2018 | M | 1,689,444 | — | A | 1,689,444 | I | See Footnotes |
| Common StockF4,F3,F1,F2 | Jan 30, 2018 | P | 300,000 | $16.00 | A | 1,989,444 | I | See Footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| LLC UnitsF3,F1,F2 | — | Oct 26, 2017 | A | 1,223,240 | A | — | — | Common Stock | 1,037,919 | 1,991,097 | I |
| LLC UnitsF3,F1,F2 | — | Jan 25, 2018 | M | 1,991,097 | D | — | — | Common Stock | 1,689,444 | 0 | I |
Explanation of responses
- F1Represents shares held directly by BCLS SB Investco, LP ("BCLS").
- F2The governance, investment strategy and decision-making process with respect to investments held by BCLS is directed by Bain Capital Life Sciences Investors, LLC, whose managers are Jeffrey Schwartz and Adam Koppel. By virtue of the relationships described in these footnotes, Dr. Koppel may be deemed to share voting and dispositive power with respect to all of the shares of Common Stock held by BCLS. Dr. Koppel disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
- F3In connection with the Issuer's initial public offering, immediately prior to the effectiveness of the Issuer's Registration Statement on Form S-1 relating thereto, the Issuer, which was previously organized as a limited liability company, converted to a corporation (the "Corporate Conversion"). Prior to the Corporate Conversion, BCLS held 1,991,097 LLC Units of the Issuer, including 112,770 Series C Common Units acquired for a total purchase price of $1,249,999.07 and 1,110,470 Series 2 Preferred Units acquired for a total purchase price of $ 12,500,560.97, in each case on October 26, 2017. In connection with the Corporate Conversion, all outstanding units of the Issuer were converted into shares of Common Stock on a one-for-0.8485 basis in an exempt transaction pursuant to Rule 16b-7. As a result, following the Corporate Conversion, BCLS held 1,689,444 shares of Common Stock.
- F4Represents shares purchased in the Issuer's initial public offering.