SEC Form 4 · accession 0001209191-19-010303

Harpoon Therapeutics, Inc. · HARP

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

Reporting owner

Ansbert Gadicke

10% Owner

Period of report

Feb 12, 2019

Accepted (ET)

Feb 14, 2019 · 5:28 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 Stock^F1,F2,F3	Feb 12, 2019	C	3,050,329	—	A	3,372,392	I	See Footnote
Common Stock^F1,F3,F4	Feb 12, 2019	C	3,157,506	—	A	6,529,898	I	See Footnote
Common Stock^F1,F3,F5	Feb 12, 2019	C	835,705	—	A	7,365,603	I	See Footnote
Common Stock^F3,F7	Feb 12, 2019	X	559,215	$0.0492	A	7,924,818	I	See Footnote
Common Stock^F3,F8	Feb 12, 2019	S	1,971	$14.00	D	7,922,847	I	See Footnote
Common Stock^F3,F9	Feb 12, 2019	P	500,000	$14.00	A	8,422,847	I	See Footnote

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Series A Preferred Stock^F10,F1	—	Feb 12, 2019	C	3,050,329	D	—	—	Common Stock	3,050,329	I
Series B Preferred Stock^F10,F1	—	Feb 12, 2019	C	3,157,506	D	—	—	Common Stock	3,157,506	I
Series C Preferred Stock^F10,F1	—	Feb 12, 2019	C	835,705	D	—	—	Common Stock	835,705	I
Common Stock Warrant (Right to Buy)^F10	$0.0492	Feb 12, 2019	X	25,418	D	Mar 23, 2015	Mar 24, 2025	Common Stock	25,418	I
Common Stock Warrant (Right to Buy)^F10	$0.0492	Feb 12, 2019	X	57,192	D	Jul 23, 2015	Jul 23, 2025	Common Stock	57,192	I
Common Stock Warrant (Right to Buy)^F10	$0.0492	Feb 12, 2019	X	171,579	D	Aug 19, 2015	Aug 19, 2025	Common Stock	171,579	I
Common Stock Warrant (Right to Buy)^F10	$0.0492	Feb 12, 2019	X	50,837	D	Dec 16, 2015	Dec 16, 2025	Common Stock	50,837	I
Common Stock Warrant (Right to Buy)^F10	$0.0492	Feb 12, 2019	X	152,514	D	Nov 1, 2016	Nov 1, 2026	Common Stock	152,514	I
Common Stock Warrant (Right to Buy)^F10	$0.0492	Feb 12, 2019	X	101,675	D	Jan 10, 2017	Jan 10, 2027	Common Stock	101,675	I

Explanation of responses

F1All series of convertible preferred stock will automatically convert 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 have no expiration date.
F10No 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"), 1,525,165 by UBS Oncology Impact Fund L.P. ("UBS Oncology") 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). Ansbert Gadicke is a member of BV LLC. MPM Oncology Impact Management GP LLC ("Oncology GP LLC) is the General Partner of MPM Oncology Impact Management LP, the General Partner of Oncology Impact Fund (Cayman) Management L.P., the General Partner of UBS Oncology Impact Fund, L.P. Ansbert Gadicke is the Managing Director of Oncology GP 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 AM BV2014, 3,103,920 by UBS Oncology and 322,063 by AM LLC.
F5The shares are held as follows: 3,192,985 by BV 2014, 212,964 by BV 2014(B), 115,818 AM BV2014, 3,521,773 by UBS Oncology and 322,063 by AM LLC.
F6On February 12, 2019, BV 2014, BV 2014(B), AM BV2014 and UBS Oncology exercised warrants to purchase an aggregate of 559,215 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), 14,206 by AM BV2014 and 127,096 by UBS Oncology. The exercise price was paid on a cashless basis, resulting in the Issuer's withholding of an aggregate of 1,971 of the warrant shares to pay the exercise price and issuing to the Reporting Persons the remaining 557,244 shares.
F7The shares are held as follows: 3,584,769 by BV 2014, 239,093 by BV 2014(B), 130,024 AM BV2014, 3,648,869 by UBS Oncology and 322,063 by AM LLC.
F8The shares are held as follows: 3,583,391 by BV 2014, 238,998 by BV 2014(B), 129,973 AM BV2014, 3,648,422 by UBS Oncology and 322,063 by AM LLC.
F9The shares are held as follows: 3,810,051 by BV 2014, 254,116 by BV 2014(B), 138,195 AM BV2014, 3,898,422 by UBS Oncology and 322,063 AM LLC.