SEC Form 4 · accession 0000899243-17-028873
IDERA PHARMACEUTICALS, INC. · IDRA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Pillar Invest Corp
10% Owner
Pillar Pharmaceuticals II, L.P.
10% Owner
Pillar Pharmaceuticals III, L.P.
10% Owner
Period of report
Dec 13, 2017
Accepted (ET)
Dec 15, 2017 · 5:50 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000861838
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Dec 13, 2017 | S | 500,000 | $1.9195 | D | 0 | I | See Footnote |
| Common StockF3,F4 | Dec 13, 2017 | S | 600,000 | $1.9307 | D | 0 | I | See Footnote |
| Common StockF5 | Dec 14, 2017 | S | 166,170 | $2.005 | D | 0 | I | See Footnote |
| Common StockF6 | Dec 14, 2017 | X | 700,000 | $0.00 | A | 0 | I | See Footnote |
| Common StockF7 | Dec 14, 2017 | S | 700,000 | $2.00 | D | 0 | I | See Footnote |
| Common StockF8,F9 | Dec 14, 2017 | S | 300,000 | $1.9981 | D | 0 | I | See Footnote |
| Common StockF10,F11 | Dec 15, 2017 | S | 33,830 | $1.9074 | D | 0 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| WarrantsF6 | $0.47 | Dec 14, 2017 | X | 700,000 | D | May 1, 2013 | May 1, 2018 | Common Stock | 700,000 | 0 | I |
Explanation of responses
- F1The shares sold on this date were sold in multiple transactions. This price is the weighted average sales price per share of all shares sold on this date; the actual sale prices per share range from $1.8651-$1.97. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.
- F10The shares sold on this date were sold in multiple transactions. This price is the weighted average sales price per share of all shares sold on this date; the actual sale prices per share range from $1.90-$1.9119. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.
- F11Shares sold by Pillar III, of which Pillar GP is the general partner. Pillar GP disclaims Section 16 beneficial ownership of the securities beneficially owned by Pillar III and this report shall not be deemed an admission that Pillar GP is the Section 16 beneficial owner of any such securities, except to the extent of its pecuniary interest therein, if any, by virtue of its ownership interest in Pillar III. As of the date hereof, Pillar III owns directly 3,071,839 shares of common stock of the Issuer.
- F2Shares sold by Pillar Pharmaceuticals II, L.P. ("Pillar II"), of which Pillar Invest Corporation ("Pillar GP") is the general partner. Pillar GP disclaims Section 16 beneficial ownership of the securities beneficially owned by Pillar II and this report shall not be deemed an admission that Pillar GP is the Section 16 beneficial owner of any such securities, except to the extent of its pecuniary interest therein, if any, by virtue of its ownership interest in Pillar II. As of the date hereof, Pillar II owns directly 10,259,956 shares of common stock of the Issuer.
- F3The shares sold on this date were sold in multiple transactions. This price is the weighted average sales price per share of all shares sold on this date; the actual sale prices per share range from $1.91-$1.98. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.
- F4Shares sold by Pillar Pharmaceuticals III, L.P. ("Pillar III"), of which Pillar GP is the general partner. Pillar GP disclaims Section 16 beneficial ownership of the securities beneficially owned by Pillar III and this report shall not be deemed an admission that Pillar GP is the Section 16 beneficial owner of any such securities, except to the extent of its pecuniary interest therein, if any, by virtue of its ownership interest in Pillar III. As of the date hereof, Pillar III owns directly 3,271,839 shares of common stock of the Issuer.
- F5Shares sold by Pillar III, of which Pillar GP is the general partner. Pillar GP disclaims Section 16 beneficial ownership of the securities beneficially owned by Pillar III and this report shall not be deemed an admission that Pillar GP is the Section 16 beneficial owner of any such securities, except to the extent of its pecuniary interest therein, if any, by virtue of its ownership interest in Pillar III. As of the date hereof, Pillar III owns directly 3,105,669 shares of common stock of the Issuer.
- F6Warrants beneficially owned and exercised for shares of common stock by Participations Besancon (the "Besancon Warrants"). Participations Besancon is a fund advised by Pillar GP. Pillar GP disclaims Section 16 beneficial ownership of the Besancon Warrants and the common stock underlying such warrants and this report shall not be deemed an admission that Pillar GP is the Section 16 beneficial owner of any such securities, except to the extent of its pecuniary interest therein, if any, resulting from fees payable to Pillar GP in its capacity as investment advisor to Besancon.
- F7Shares sold by Participations Besancon. Participations Besancon is a fund advised by Pillar GP. Pillar GP disclaims Section 16 beneficial ownership of the Besancon Warrants and the common stock underlying such warrants and this report shall not be deemed an admission that Pillar GP is the Section 16 beneficial owner of any such securities, except to the extent of its pecuniary interest therein, if any, resulting from fees payable to Pillar GP in its capacity as investment advisor to Besancon. As of the date hereof, Participations Besancon owns directly 8,875,973 shares of common stock of the Issuer.
- F8The shares sold on this date were sold in multiple transactions. This price is the weighted average sales price per share of all shares sold on this date; the actual sale prices per share range from $1.9856-$2.00. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.
- F9Shares sold by Pillar II, of which Pillar GP is the general partner. Pillar GP disclaims Section 16 beneficial ownership of the securities beneficially owned by Pillar II and this report shall not be deemed an admission that Pillar GP is the Section 16 beneficial owner of any such securities, except to the extent of its pecuniary interest therein, if any, by virtue of its ownership interest in Pillar II. As of the date hereof, Pillar II owns directly 9,959,956 shares of common stock of the Issuer.