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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Series A-3 Preferred Stock | (1) | 11/17/2015 | C | 6,791,194 | (1) | (1) | Common Stock | 261,202 | $ 0 | 0 | I | By ARCH entities (4) (8) (9) (10) | |||
Series B-3 Preferred Stock | (1) | 11/17/2015 | C | 5,779,878 | (1) | (1) | Common Stock | 222,305 | $ 0 | 0 | I | By ARCH entities (5) (8) (9) (10) | |||
Series C-3 Preferred Stock | (1) | 11/17/2015 | C | 2,245,733 | (1) | (1) | Common Stock | 86,376 | $ 0 | 0 | I | By ARCH entities (6) (8) (9) (10) | |||
Series D-3 Preferred Stock | (1) | 11/17/2015 | C | 2,488,215 | (1) | (1) | Common Stock | 95,704 | $ 0 | 0 | I | By ARCH entities (7) (8) (9) (10) | |||
Series E-3 Preferred Stock | (1) | 11/17/2015 | C | 23,378,104 | (1) | (1) | Common Stock | 899,158 | $ 0 | 0 | I | By ARCH Venture Fund VI, L.P. (8) (9) (10) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
BYBEE CLINTON 500 W. BETHANY DR., STE. 100 ALLEN, TX 75013 |
X | X |
/s/ Paul J. Colan for Clinton W. Bybee | 11/18/2015 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(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) | The Series A-3 Preferred Stock, Series B-3 Preferred Stock, Series C-3 Preferred Stock, Series D-3 Preferred Stock, and Series E-3 Preferred Stock converted into Common Stock on a 26-for-one basis and had no expiration date. |
(2) | Total gives effect to all transactions reported on this Form. |
(3) | Amount in Column 5 consists of 1,283 shares held by ARCH Entrepreneurs Fund, L.P. ("AEF"), 60,477 shares held by ARCH Venture Fund III, L.P. ("AVF III"), 66,806 shares held by ARCH Venture Fund IV, L.P. ("AVF IV"), 36,121 shares held by ARCH Venture Fund IV A, L.P. ("AVF IVA"), and 1,720,403 shares held by ARCH Venture Fund VI, L.P. ("AVF VI LP"). |
(4) | Consists of 699 shares held by AEF, 25,504 shares held by AVF III, 36,943 shares held by AVF IV, 20,650 shares held by AVF IVA, and 177,406 shares held by AVF VI LP. |
(5) | Consists of 255 shares held by AEF, 12,609 shares held by AVF III, 13,269 shares held by AVF IV, 7,126 shares held by AVF IVA, and 189,046 shares held by AVF VI LP. |
(6) | Consists of 109 shares held by AEF, 4,324 shares held by AVF III, 5,696 shares held by AVF IV, 3,151 shares held by AVF IVA, and 73,096 shares held by AVF VI LP. |
(7) | Consists of 179 shares held by AEF, 7,127 shares held by AVF III, 9,389 shares held by AVF IV, 5,194 shares held by AVF IVA, and 73,815 shares held by AVF VI LP. |
(8) | The sole general partner of AVF III is ARCH Venture Partners, LLC ("AVP LLC"), which may be deemed to beneficially own the shares held by AVF III. AVP LLC disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. The managing directors of AVP LLC are Keith Crandell, Clinton W. Bybee (who is on the Board of Directors of the Issuer), Steven Lazarus and Robert Nelsen, and as such, they may be deemed to have shared voting and dispositive power over the shares held by AVF III. Messrs. Crandell, Bybee, Lazarus and Nelsen disclaim beneficial ownership in such shares, except to the extent of any pecuniary interest therein. The sole general partner of AVF IV, AVF IVA and AEF is ARCH Venture Partners IV, LLC ("AVP IV LLC"), which may be deemed to beneficially own the shares held by AVF IV, AVF IVA and AEF. AVP IV LLC disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. |
(9) | (Continued from footnote 8) The managing directors of AVP IV LLC are Keith Crandell, Clinton W. Bybee, Steven Lazarus and Robert Nelsen, and as such, they may be deemed to have shared voting and dispositive power over the shares held by AVF IV, AVF IVA, and AEF. Messrs. Crandell, Bybee, Lazarus and Nelsen disclaim beneficial ownership in such shares, except to the extent of any pecuniary interest therein. The sole general partner of AVF VI is ARCH Venture Partners VI, L.P. ("AVP VI LP"), which may be deemed to beneficially own the shares held by AVF VI. The sole general partner of AVP VI LP is ARCH Venture Partners VI, LLC ("AVP VI LLC"), which may be deemed to beneficially own the shares held by AVF VI. AVP VI LP and AVP VI LLC disclaim beneficial ownership of such shares, except to the extent of any pecuniary interest therein. |
(10) | (Continued from footnote 9) The managing directors of AVP VI LLC are Keith Crandell, Clinton W. Bybee and Robert Nelsen, and as such, they may be deemed to have shared voting and dispositive power over the shares held by AVF VI. Messrs. Crandell, Bybee and Nelsen disclaim beneficial ownership in such shares, except to the extent of any pecuniary interest therein. |