SEC Form 4 · accession 0001144204-18-035443
Eidos Therapeutics, Inc. · EIDX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
RA Capital Healthcare Fund LP
10% Owner
RA CAPITAL MANAGEMENT, LLC
Director
Peter Kolchinsky
10% Owner
Period of report
Jun 22, 2018
Accepted (ET)
Jun 22, 2018 · 7:33 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001731831
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3,F4 | Jun 22, 2018 | C | 1,103,847 | — | A | 1,103,847 | I | See footnote |
| Common StockF5,F6,F3,F4 | Jun 22, 2018 | P | 1,058,824 | $17.00 | A | 2,162,671 | 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 B Convertible Preferred StockF7,F3,F4,F1 | — | Jun 22, 2018 | C | 922,950 | D | — | — | Common Stock | 1,103,847 | 0 | I |
Explanation of responses
- F1The convertible preferred stock automatically converted to common stock immediately prior to the closing of the Issuer's initial public offering on a 1.196-for-one basis, and had no expiration date.
- F2Includes (a) 898,533 shares of Common Stock that are held by RA Capital Healthcare Fund, L.P.(the "Fund") and (b) 205,314 shares of Common Stock that are held in an account owned by a separately managed account (the "Account").
- F3RA Capital Management, LLC (the "Adviser") is the general partner of the Fund and the investment adviser for the Account. Peter Kolchinsky is the sole manager of the Adviser. The Adviser and Dr. Kolchinsky may be deemed indirect beneficial owners of the securities and they disclaim beneficial ownership of the reported securities: (A) in reliance on Rule 16a-1(a)(1)(v) and (vii); and (B) held by the Fund, for purposes of Rule 16a-1(a)(2), except to the extent of their pecuniary interest therein.
- F4The Adviser and Dr. Kolchinsky have no pecuniary interest in the reported securities held in the Account and disclaim: (A) beneficial ownership thereof for purposes of Rule 16a-1(a)(2); and (B) any obligation to file reports under Section 16 other than as a director by deputization. The filing of this Form 4 shall not be construed as an admission that either the Adviser or Dr. Kolchinsky is or was for the purposes of Section 16(a), or otherwise, the beneficial owner of any of the securities held in the Account.
- F5Includes (a) 856,266 shares of Common Stock held by the Fund and (b) 202,558 held in the Account, in each case acquired in the Issuer's initial public offering.
- F6These securities include 1,754,799 shares held by the Fund and 407,872 shares held in the Account.
- F7Represents 751,282 shares of Series B Convertible Preferred Stock held by the Fund and 171,668 shares of Series B Convertible Preferred Stock held in the Account.