SEC Form 4 · accession 0001209191-18-025825
Surface Oncology, Inc. · SURF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David S. Grayzel
Director
Period of report
Apr 23, 2018
Accepted (ET)
Apr 23, 2018 · 4:18 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,F2 | Apr 23, 2018 | C | 3,181,817 | — | A | 4,545,453 | I | See Footnote |
| Common StockF2 | Apr 23, 2018 | P | 100,000 | $15.00 | A | 4,645,453 | 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 A Preferred StockF1,F2 | — | Apr 23, 2018 | C | 7,000,000 | D | — | — | Common Stock | 3,181,817 | 0 | I |
Explanation of responses
- F1The Series A Preferred Stock automatically converted into the Issuer's common stock on a 2.2-for-1 basis at the closing of the Issuer's initial public offering without payment or further consideration and had no expiration date.
- F2The shares are held directly by Atlas Venture Fund IX, L.P. ("Atlas Venture Fund IX"). The general partner of Atlas Venture Fund IX is Atlas Venture Associates IX, L.P. ("AVA IX LP"). Atlas Venture Associates IX, LLC ("AVA IX LLC") is the general partner of AVA IX LP. The Reporting Person owns an interest in AVA IX LP and disclaims beneficial ownership of the securities held by Atlas Venture Fund IX, except to the extent of his pecuniary interest therein, if any.