SEC Form 4 · accession 0001209191-19-010306

Harpoon Therapeutics, Inc. · HARP

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

Reporting owner

Ronald Hunt

Director · 10% Owner

Period of report

Nov 9, 2018

Accepted (ET)

Feb 14, 2019 · 5:30 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	1,564,272	—	A	1,564,272	I	See footnote
Common Stock^F1,F2,F3	Feb 12, 2019	C	464,281	—	A	2,028,553	I	See footnote
Common Stock^F1,F4,F5	Feb 12, 2019	C	464,281	—	A	464,281	I	See footnote
Common Stock^F2,F3	Feb 12, 2019	P	214,286	$14.00	A	2,242,839	I	See footnote
Common Stock^F4,F5	Feb 12, 2019	P	214,285	$14.00	A	678,566	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 Convertible Preferred Stock^F1,F2,F3	—	Nov 9, 2018	P	464,281	A	—	—	Common Stock	464,281	464,281	I
Series C Convertible Preferred Stock^F1,F4,F5	—	Nov 9, 2018	P	464,281	A	—	—	Common Stock	464,281	464,281	I
Director Stock Option (right to buy)^F7	$2.12	Dec 19, 2018	A	20,335	A	—	Dec 19, 2028	Common Stock	20,335	20,335	D
Series B Convertible Preferred Stock^F1,F2,F3	—	Feb 12, 2019	C	1,564,272	D	—	—	Common Stock	1,564,272	0	I
Series C Convertible Preferred Stock^F1,F2,F3	—	Feb 12, 2019	C	464,281	D	—	—	Common Stock	464,281	0	I
Series C Convertible Preferred Stock^F1,F4,F5	—	Feb 12, 2019	C	464,281	D	—	—	Common Stock	464,281	0	I

Explanation of responses

F1All series of convertible preferred stock automatically converted into shares of the Issuer's common stock on a 1-for-1 basis, for no additional consideration, upon the closing of the Issuer's initial public offering.
F2These shares are held directly by New Leaf Ventures III, L.P. ("NLV-III"). The general partner of NLV-III is New Leaf Venture Associates III, L.P. ("NLVA-III"). The general partner of NLVA-III is New Leaf Venture Management III, L.L.C. ("Management-III"). Each of NLVA-III and Management-III disclaim beneficial ownership of these securities and this report shall not be deemed an admission that NLVA-III or Management-III are beneficial owners of such securities for purposes of Section 16 or any other purpose, except to the extent of their respective pecuniary interests therein.
F3Each of Ronald M. Hunt, a member of the Issuer's board of directors, Vijay K. Lathi, and Liam T. Ratcliffe, the managers of Management-III (the "NLV-III Managers"), may each be deemed to have shared voting and investment power with respect to these securities. Each of the NLV-III Managers disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
F4These shares are held directly by New Leaf Ventures Biopharma Opportunities II, L.P. ("BPO-II"). The general partner of BPO-II is New Leaf BPO Associates II, L.P. ("NLBA-II"). The general partner of NLBA-II is New Leaf BPO Management II, L.L.C. ("BPO Management-II"). Each of NLBA-II and BPO Management-II disclaim beneficial ownership of these securities and this report shall not be deemed an admission that NLBA-II or BPO Management-II are beneficial owners of such securities for purposes of Section 16 or any other purpose, except to the extent of their respective pecuniary interests therein.
F5Each of Ronald M. Hunt, Vijay K. Lathi, Liam T. Ratcliffe and Isaac A. Manke, the managers of BPO Management-II (the "BPO-II Managers"), may each be deemed to have shared voting and investment power with respect to these securities. Each of the BPO-II Managers disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
F6Reflects a transaction with the Issuer prior to its Section 12 registration which occurred within 6 months of the post-registration transaction reported on this Form 4.
F7The 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.