SEC Form 4 · accession 0001209191-19-010288
Harpoon Therapeutics, Inc. · HARP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Luke Evnin
Director · 10% Owner
Period of report
Nov 9, 2018
Accepted (ET)
Feb 14, 2019 · 5:19 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001708493
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Feb 12, 2019 | C | 1,525,164 | — | A | 1,847,227 | I | See Footnote |
| Common StockF1,F3,F4 | Feb 12, 2019 | C | 1,578,751 | — | A | 3,425,978 | I | See Footnote |
| Common StockF1,F3,F5 | Feb 12, 2019 | C | 417,852 | — | A | 3,843,830 | I | See Footnote |
| Common StockF3,F7 | Feb 12, 2019 | X | 432,119 | $0.0492 | A | 4,275,949 | I | See Footnote |
| Common StockF3,F8 | Feb 12, 2019 | F | 1,524 | $14.00 | D | 4,274,425 | I | See Footnote |
| Common StockF3,F9 | Feb 12, 2019 | P | 250,000 | $14.00 | A | 4,524,425 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series C Preferred StockF11,F1 | — | Nov 9, 2018 | P | 417,852 | A | — | — | Common Stock | 417,852 | 417,852 | I |
| Director Stock Option (Right to Buy)F12 | $2.12 | Dec 19, 2018 | A | 20,335 | A | — | Dec 19, 2028 | Common Stock | 20,335 | 20,335 | D |
| Series A Preferred StockF1 | — | Feb 12, 2019 | C | 1,525,164 | D | — | — | Common Stock | 1,525,164 | 0 | I |
| Series B Preferred StockF13,F1 | — | Feb 12, 2019 | C | 1,578,751 | D | — | — | Common Stock | 1,578,751 | 0 | I |
| Series C Preferred StockF13,F1 | — | Feb 12, 2019 | C | 417,852 | D | — | — | Common Stock | 417,852 | 0 | I |
| Common Stock Warrant (Right to Buy)F13,F1 | $0.0492 | Feb 12, 2019 | X | 25,418 | D | Mar 24, 2015 | Mar 24, 2025 | Common Stock | 25,418 | 0 | I |
| Common Stock Warrant (Right to Buy)F13 | $0.0492 | Feb 12, 2019 | X | 57,192 | D | Jul 23, 2015 | Jul 23, 2025 | Common Stock | 57,192 | 0 | I |
| Common Stock Warrant (Right to Buy)F13 | $0.0492 | Feb 12, 2019 | X | 171,579 | D | Aug 19, 2015 | Aug 19, 2025 | Common Stock | 171,579 | 0 | I |
| Common Stock Warrant (Right to Buy)F13 | $0.0492 | Feb 12, 2019 | X | 50,837 | D | Dec 16, 2015 | Dec 16, 2025 | Common Stock | 50,837 | 0 | I |
| Common Stock Warrant (Right to Buy)F13 | $0.0492 | Feb 12, 2019 | X | 76,256 | D | Nov 1, 2016 | Nov 1, 2026 | Common Stock | 76,256 | 0 | I |
| Common Stock Warrant (Right to Buy)F13 | $0.0492 | Feb 12, 2019 | X | 50,837 | D | Jan 10, 2017 | Jan 10, 2027 | Common Stock | 50,837 | 0 | I |
Explanation of responses
- F1All series of convertible preferred stock automatically converted into the number of shares of the Issuer's common stock on a 1-for-1 basis, for no additional consideration, immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
- F10Reflects a transaction with the Issuer prior to its Section 12 registration which occurred within 6 months of the post-registration transactions reported on this Form 4.
- F11The shares were purchased as follows: 378,843 by BV 2014, 25,268 by BV 2014(B) and 13,741 by AM BV2014.
- F12The stock option vests in three annual installments starting on December 19, 2019, until such time as the option is 100% vested, subject to the continuing service of the Reporting Person on each vesting date.
- F13No securities held by the Reporting Person.
- F2The shares are held as follows: 1,382,777 by MPM BioVentures 2014, L.P. ("BV 2014"), 92,229 by MPM BioVentures 2014(B), L.P. ("BV 2014(B)"), 50,158 by MPM Asset Management Investors BV2014 LLC ("AM BV2014") and 322,063 by MPM Asset Management LLC ("AM LLC"). MPM BioVentures 2014 GP LLC and MPM BioVentures 2014 LLC ("BV LLC") are the direct and indirect general partners of BV 2014 and BV 2014(B). Luke Evnin is a member of BV LLC and a member of AM LLC.
- F3The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
- F4The shares are held as follows: 2,814,142 by BV 2014, 187,696 by BV 2014(B), 102,077 by AM BV2014 and 322,063 by MPM LLC.
- F5The shares are held as follows: 3,192,985 by BV 2014, 212,964 by BV 2014(B), 115,818 by AM BV2014 and 322,063 by MPM LLC.
- F6On February 12, 2019, BV 2014, BV 2014(B) and AM BV2014 exercised warrants to purchase an aggregate of 432,119 shares of the Issuer's common stock for $0.0492 per share. The warrants were exercised as follows: 391,784 by BV 2014, 26,129 by BV 2014(B) and 14,206 by AM BV2014. The exercise price was paid on a cashless basis, resulting in the Issuer's withholding of an aggregate of 1,524 of the warrant shares to pay the exercise price and issuing to the respective holder the remaining 430,595 shares.
- F7The shares are held as follows: 3,584,769 by BV 2014, 239,093 by BV 2014(B), 130,024 by AM BV2014 and 322,063 by MPM LLC.
- F8The shares are held as follows: 3,583,391 by BV 2014, 238,998 by BV 2014(B), 129,973 by AM BV2014 and 322,063 by MPM LLC.
- F9The shares are held as follows: 3,810,051 by BV 2014, 254,116 by BV 2014(B), 138,195 by AM BV2014 and 322,063 by MPM LLC.