1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Non-Employee Stock Option (right to buy)
|
Â
(1)
|
02/07/2023 |
Common Stock
|
3,058
|
$
1.48
|
D
|
Â
|
Non-Employee Stock Option (right to buy)
|
Â
(2)
|
12/19/2023 |
Common Stock
|
4,281
|
$
1.23
|
D
|
Â
|
Non-Employee Stock Option (right to buy)
|
Â
(3)
|
06/27/2024 |
Common Stock
|
7,339
|
$
8.92
|
D
|
Â
|
Series A Preferred Stock
|
Â
(4)
|
Â
(4)
|
Common Stock
|
733,941
|
$
(4)
|
I
(5)
|
See footnote
(5)
|
Series B Preferred Stock
|
Â
(4)
|
Â
(4)
|
Common Stock
|
531,840
|
$
(4)
|
I
(5)
|
See footnote
(5)
|
Series C Preferred Stock
|
Â
(4)
|
Â
(4)
|
Common Stock
|
611,620
|
$
(4)
|
I
(5)
|
See footnote
(5)
|
Series C Preferred Stock Warrant (right to buy)
|
10/16/2013(6)
|
Â
(7)
|
Common Stock
|
305,810
|
$
8.175
|
I
(5)
|
See footnote
(5)
|
* |
If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** |
Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) |
All shares will vest in full on January 1, 2014, the one year anniversary of the vesting commencement date. |
(2) |
All shares will vest in full on December 19, 2014, the one year anniversary of the grant date. |
(3) |
All shares will vest in full on June 27, 2015, the one year anniversary of the grant date. |
(4) |
The reported securities are convertible at any time, on a one-for-one basis, in whole or in part, at the option of the holder, have no expiration date, and will convert into shares of common stock immediately prior to the closing of the Issuer's initial public offering. |
(5) |
The securities are directly held by Versant Venture Capital III, L.P. and Versant Side Fund III, L.P. (collectively, the "Versant Entities"). Mr. Atwood is a managing member of Versant Ventures III, L.L.C., the sole general partner of the Versant Entities and may be deemed to have shared voting and dispositive power over the shares owned by the Versant Entities. Mr. Atwood disclaims beneficial ownership of all shares held by the Versant Entities, except to the extent of his actual pecuniary interest therein. |
(6) |
The shares of Series C Preferred Stock issuable upon exercise of the warrants will convert into common stock upon the closing of the Issuer's initial public offering. Immediately prior to the close of the Issuer's initial public offering, and at the option of the holder, the warrants will either (a) be exercised by the holder by paying the exercise price in cash or (b) automatically net exercise on their terms which allows the holder to pay the exercise price of the warrant by forfeiting a portion of the exercised warrant shares with a value equal to the aggregate exercise price. The warrants terminate if they are not exercised prior to the closing of the Issuer's initial public offering. |
(7) |
The warrants will expire on the earlier of: (a) October 15, 2015, (b) the latter of (i) 30 days after delivery to the warrant holder of the interim study report of a specified clinical trial by the Issuer or (ii) 30 days after notice to the warrant holder of the commencement of patient recruitment for specified studies or trials by the Issuer, (c) a liquidation event of the Issuer or (d) the closing of the Issuer's initial public offering. |