SEC Form 4 · accession 0000899243-19-004395
TCR2 THERAPEUTICS INC. · TCRR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ansbert Gadicke
Director · 10% Owner
Period of report
Feb 19, 2019
Accepted (ET)
Feb 21, 2019 · 4:52 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001750019
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Feb 19, 2019 | C | 79,644 | — | A | 79,644 | I | See Footnote |
| Common StockF1,F3 | Feb 19, 2019 | C | 52,469 | — | A | 52,469 | I | See Footnote |
| Common StockF1,F4 | Feb 19, 2019 | C | 146,447 | — | A | 146,447 | I | See Footnote |
| Common StockF1,F5 | Feb 19, 2019 | C | 2,195,681 | — | A | 2,195,681 | I | See Footnote |
| Common StockF1,F6 | Feb 19, 2019 | C | 351,155 | — | A | 351,155 | I | See Footnote |
| Common StockF1,F7 | Feb 19, 2019 | C | 2,421,775 | — | A | 2,421,775 | I | See Footnote |
| Common StockF8,F2 | Feb 19, 2019 | C | 9,291 | — | A | 88,935 | I | See Footnote |
| Common StockF8,F3 | Feb 19, 2019 | C | 5,247 | — | A | 57,716 | I | See Footnote |
| Common StockF8,F4 | Feb 19, 2019 | C | 17,085 | — | A | 163,532 | I | See Footnote |
| Common StockF8,F5 | Feb 19, 2019 | C | 256,163 | — | A | 2,451,844 | I | See Footnote |
| Common StockF8,F6 | Feb 19, 2019 | C | 35,115 | — | A | 386,270 | I | See Footnote |
| Common StockF8,F7 | Feb 19, 2019 | C | 282,540 | — | A | 2,704,315 | I | See Footnote |
| Common StockF9 | Feb 19, 2019 | P | 1,373,333 | $15.00 | A | 1,569,235 | 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 | — | Feb 19, 2019 | C | 493,306 | D | — | — | Common Stock | 79,644 | 0 | I |
| Series A Preferred StockF1,F3 | — | Feb 19, 2019 | C | 325,002 | D | — | — | Common Stock | 52,469 | 0 | I |
| Series A Preferred StockF1,F4 | — | Feb 19, 2019 | C | 907,073 | D | — | — | Common Stock | 146,447 | 0 | I |
| Series A Preferred StockF1,F5 | — | Feb 19, 2019 | C | 13,599,621 | D | — | — | Common Stock | 2,195,681 | 0 | I |
| Series A Preferred StockF1,F6 | — | Feb 19, 2019 | C | 2,174,998 | D | — | — | Common Stock | 351,155 | 0 | I |
| Series A Preferred StockF1,F7 | — | Feb 19, 2019 | C | 15,000,000 | D | — | — | Common Stock | 2,421,775 | 0 | I |
| Series B Preferred StockF8,F2 | — | Feb 19, 2019 | C | 57,552 | D | — | — | Common Stock | 9,291 | 0 | I |
| Series B Preferred StockF8,F3 | — | Feb 19, 2019 | C | 32,500 | D | — | — | Common Stock | 5,247 | 0 | I |
| Series B Preferred StockF8,F4 | — | Feb 19, 2019 | C | 105,825 | D | — | — | Common Stock | 17,085 | 0 | I |
| Series B Preferred StockF8,F5 | — | Feb 19, 2019 | C | 1,586,623 | D | — | — | Common Stock | 256,163 | 0 | I |
| Series B Preferred StockF8,F6 | — | Feb 19, 2019 | C | 217,500 | D | — | — | Common Stock | 35,115 | 0 | I |
| Series B Preferred StockF8,F7 | — | Feb 19, 2019 | C | 1,750,000 | D | — | — | Common Stock | 282,540 | 0 | I |
Explanation of responses
- F1Each share of Series A Preferred Stock converted into shares of the Issuer's common stock, par value $0.0001 ("Common Stock"), on a 6.1938:1 basis upon the closing of the Issuer's initial public offering.
- F2The reported securities are owned directly by MPM Asset Management Investors BV2014 LLC. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.
- F3The reported securities are owned directly by MPM Asset Management Investors SunStates Fund LLC. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.
- F4The reported securities are owned directly by MPM BioVentures 2014 (B), L.P. MPM BioVentures 2014 GP LLC is the general partner of MPM BioVentures 2014 (B), L.P. MPM BioVentures 2014 LLC is the managing member of MPM BioVentures 2014 GP LLC. The Reporting Person is a member of MPM BioVentures 2014 LLC and disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.
- F5The reported securities are owned directly by MPM BioVentures 2014, L.P. MPM BioVentures 2014 GP LLC is the general partner of MPM BioVentures 2014, L.P. MPM BioVentures 2014 LLC is the managing member of MPM BioVentures 2014 GP LLC. The Reporting Person is a member of MPM BioVentures 2014 LLC and disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.
- F6The reported securities are owned directly by MPM SunStates Fund, L.P. MPM SunStates Fund GP LLC is the general partner of MPM SunStates Fund, L.P. MPM SunStates GP Managing Member LLC is the managing member of MPM SunStates Fund GP LLC. The Reporting Person is a member of MPM SunStates Fund GP LLC and disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.
- F7The reported securities are held directly by UBS Oncology Impact Fund, L.P. The general partner of UBS Oncology Impact Fund, L.P. is Oncology Impact Fund (Cayman) Management L.P. The general partner of Oncology Impact Fund (Cayman) Management L.P. is MPM Oncology Impact Management LP. The general partner of MPM Oncology Impact Management LP is MPM Oncology Impact Management GP LLC. The Reporting Person is the managing director of MPM Oncology Impact Management GP LLC and disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.
- F8Each share of Series B Preferred Stock converted into shares of the Issuer's Common Stock on a 6.1938:1 basis upon the closing of the Issuer's initial public offering.
- F9The reported securities are owned directly by MPM Asset Management LLC. The Reporting Person is a member of MPM Asset Management LLC and disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.