SEC Form 4 · accession 0001140361-18-026543
Kiniksa Pharmaceuticals International, plc · KNSA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Cormorant Asset Management, LP
10% Owner
Bihua Chen
Director · 10% Owner
Cormorant Global Healthcare GP, LLC
10% Owner
Period of report
May 29, 2018
Accepted (ET)
May 31, 2018 · 4:13 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001730430
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Shares ("Common Shares")F1,F2,F3 | May 29, 2018 | C | 830,999 | — | A | 830,999 | I | See Footnote |
| Common SharesF2,F4 | May 29, 2018 | P | 69,444 | $18.00 | A | 900,443 | I | See Footnotes |
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 SharesF1,F2,F3 | — | May 29, 2018 | C | 830,999 | D | — | — | Common Shares | 830,999 | 0 | D |
Explanation of responses
- F1The Series C Preferred Shares were convertible at any time, at the holder's election, on a 1-for-2.73235 basis and had no expiration date but converted automatically upon the closing of the Issuer's initial public offering.
- F2Shares reported herein are held by Cormorant Private Healthcare Fund I, LP (the "Fund I"), Cormorant Global Healthcare Master Fund, LP (the "Master Fund") and by a managed account (the "Account"). Cormorant Asset Management, LLC ("Cormorant") serves as the investment manager of Fund I, the Master Fund and the Account. Bihua Chen serves as manager of Cormorant. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or her pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any of the Reporting Persons is the beneficial owner of any such shares for purposes of Section 16(a) of the Securities Exchange Act of 1934 or for any other purpose.
- F3Shares reported herein represent (i) 640,617 Common Shares held by Fund I, (ii) 161,962 Common Shares held by the Master Fund, and (iii) 28,420 Common Shares held by the Account.
- F4Shares reported as purchased herein on May 29, 2018 represents (i) 60,291 shares purchased by the Master Fund, and (ii) 9,153 shares purchased by the Account.