SEC Form 4 · accession 0001104659-18-025864
Surface Oncology, Inc. · SURF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Apr 23, 2018
Accepted (ET)
Apr 23, 2018 · 4:43 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001718108
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F3 | Apr 23, 2018 | C | 2,272,726 | — | A | 2,272,726 | D | |
| Common StockF2,F3 | Apr 23, 2018 | C | 909,090 | — | A | 3,181,816 | D | |
| Common StockF3 | Apr 23, 2018 | P | 766,666 | $15.00 | A | 3,948,482 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Preferred StockF3,F1,F4 | — | Apr 23, 2018 | C | 1,571,429 | D | — | — | Common Stock | 2,272,726 | 0 | D |
| Series A-1 Preferred StockF3,F2,F4 | — | Apr 23, 2018 | C | 5,214,286 | D | — | — | Common Stock | 909,090 | 0 | D |
Explanation of responses
- F1The 1,571,429 shares of Series A Preferred Stock held by the Reporting Person automatically converted upon the closing of the Issuer's initial public offering into 2,272,726 shares of the Issuer's Common Stock without payment or further consideration.
- F2The 5,214,286 shares of Series A-1 Preferred Stock held by the Reporting Person automatically converted upon the closing of the Issuer's initial public offering into 909,090 shares of the Issuer's Common Stock without payment or further consideration.
- F3The shares are held directly by Novartis Institutes for BioMedical Research, Inc. ("NIBRI"). NIBRI is an indirect wholly-owned subsidiary of, and controlled by, Novartis AG.
- F4Not applicable.