UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDERTHE SECURITIES EXCHANGE ACTOF 1934
(Amendment No. 1)*
Portola Pharmaceuticals, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
737010108
(CUSIP Number)
December 31, 2014
(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
¨ Rule 13d-1(b)
¨ Rule 13d-1(c)
x Rule 13d-1(d)
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 737010108
| 1. | Name of Reporting Persons
MPM BioVentures III, L.P. | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ¨ (b) x | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
Delaware | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
68,320 | ||||
| 6. | Shared Voting Power
0 | |||||
| 7. | Sole Dispositive Power
68,320 | |||||
| 8. | Shared Dispositive Power
0 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
68,320 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
0.1% | |||||
| 12. | Type of Reporting Person (See Instructions)
PN | |||||
Page 2 of 23
CUSIP No. 737010108
| 1. | Name of Reporting Persons
MPM BioVentures III-QP, L.P. | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ¨ (b) x | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
Delaware | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
1,016,120 | ||||
| 6. | Shared Voting Power
0 | |||||
| 7. | Sole Dispositive Power
1,016,120 | |||||
| 8. | Shared Dispositive Power
0 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,016,120 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
2.1% | |||||
| 12. | Type of Reporting Person (See Instructions)
PN | |||||
Page 3 of 23
CUSIP No. 737010108
| 1. | Name of Reporting Persons
MPM BioVentures III Parallel Fund, L.P. | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ¨ (b) x | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
Delaware | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
85,874 | ||||
| 6. | Shared Voting Power
0 | |||||
| 7. | Sole Dispositive Power
85,874 | |||||
| 8. | Shared Dispositive Power
0 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
85,874 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
0.2% | |||||
| 12. | Type of Reporting Person (See Instructions)
PN | |||||
Page 4 of 23
CUSIP No. 737010108
| 1. | Name of Reporting Persons
MPM BioVentures III GmbH & Co. Beteiligungs KG | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ¨ (b) x | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
Germany | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
30,686 | ||||
| 6. | Shared Voting Power
0 | |||||
| 7. | Sole Dispositive Power
30,686 | |||||
| 8. | Shared Dispositive Power
0 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
30,686 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
0.1% | |||||
| 12. | Type of Reporting Person (See Instructions)
PN | |||||
Page 5 of 23
CUSIP No. 737010108
| 1. | Name of Reporting Persons
MPM Asset Management Investors 2003 BVIII LLC | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ¨ (b) x | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
Delaware | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
19,672 | ||||
| 6. | Shared Voting Power
0 | |||||
| 7. | Sole Dispositive Power
19,672 | |||||
| 8. | Shared Dispositive Power
0 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
19,672 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
0.0% | |||||
| 12. | Type of Reporting Person (See Instructions)
OO | |||||
Page 6 of 23
CUSIP No. 737010108
| 1. | Name of Reporting Persons
MPM BioVentures III GP, L.P. | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ¨ (b) x | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
Delaware | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
1,201,000* | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
1,201,000* | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,201,000* | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
2.5% | |||||
| 12. | Type of Reporting Person (See Instructions)
PN | |||||
| * | The shares are held as follows: 1,016,120 by MPM BioVentures III-QP, L.P. (“BV III QP”), 68,320 by MPM BioVentures III, L.P. (“BV III”), 85,874 by MPM BioVentures III Parallel Fund, L.P. (“BV Parallel”) and 30,686 by MPM BioVentures III GmbH & Co. Beteiligungs KG (“BV KG”). The Reporting Person is the direct general partner of BV III QP, BV III, BV Parallel and BV KG. |
Page 7 of 23
CUSIP No. 737010108
| 1. | Name of Reporting Persons
MPM BioVentures III LLC | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ¨ (b) x | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
Delaware | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
1,201,000* | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
1,201,000* | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,201,000* | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
2.5% | |||||
| 12. | Type of Reporting Person (See Instructions)
OO | |||||
| * | The shares are held as follows: 1,016,120 by BV III QP, 68,320 by BV III, 85,874 by BV Parallel and 30,686 by BV KG. The Reporting Person is the indirect general partner of BV III QP, BV III, BV Parallel and BV KG. |
Page 8 of 23
CUSIP No. 737010108
| 1. | Name of Reporting Persons
Luke Evnin | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ¨ (b) x | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
6,388 | ||||
| 6. | Shared Voting Power
1,220,672* | |||||
| 7. | Sole Dispositive Power
6,388 | |||||
| 8. | Shared Dispositive Power
1,220,672* | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,227,060* | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
2.5% | |||||
| 12. | Type of Reporting Person (See Instructions)
IN | |||||
| * | Includes the following shares: 1,016,120 by BV III QP, 68,320 by BV III, 19,672 by MPM Asset Management Investors 2003 BVIII LLC (“AM 2003”), 85,874 by BV Parallel and 30,686 by BV KG. MPM BioVentures III GP, L.P. (“MPM III GP”) and MPM BioVentures III LLC (“MPM III LLC”) are the direct and indirect general partners of BV III QP, BV III, BV Parallel and BV KG. The Reporting Person is a Series A member of MPM III LLC and a manager of AM 2003. |
Page 9 of 23
CUSIP No. 737010108
| 1. | Name of Reporting Persons
Ansbert Gadicke | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ¨ (b) x | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
2,514 | ||||
| 6. | Shared Voting Power
1,220,672* | |||||
| 7. | Sole Dispositive Power
2,514 | |||||
| 8. | Shared Dispositive Power
1,220,672* | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,223,186* | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
2.5% | |||||
| 12. | Type of Reporting Person (See Instructions)
IN | |||||
| * | Includes the following shares: 1,016,120 by BV III QP, 68,320 by BV III, 19,672 by AM 2003, 85,874 by BV Parallel and 30,686 by BV KG. MPM III GP and MPM III LLC are the direct and indirect general partners of BV III QP, BV III, BV Parallel and BV KG. The Reporting Person is a Series A member of MPM III LLC and a manager of AM 2003. |
Page 10 of 23
CUSIP No. 737010108
| 1. | Name of Reporting Persons
Nicholas Galakatos | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ¨ (b) x | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
1,346* | ||||
| 6. | Shared Voting Power
1,220,672** | |||||
| 7. | Sole Dispositive Power
1,346* | |||||
| 8. | Shared Dispositive Power
1,220,672** | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,222,018* ** | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
2.5% | |||||
| 12. | Type of Reporting Person (See Instructions)
IN | |||||
| * | Includes 404 shares held by AAG Peakham LLC, of which the reporting person is a member. |
| ** | Includes the following shares: 1,016,120 by BV III QP, 68,320 by BV III, 19,672 by AM 2003, 85,874 by BV Parallel and 30,686 by BV KG. MPM III GP and MPM III LLC are the direct and indirect general partners of BV III QP, BV III, BV Parallel and BV KG. The Reporting Person is a Series A member of MPM III LLC and a manager of AM 2003. |
Page 11 of 23
CUSIP No. 737010108
| 1. | Name of Reporting Persons
Michael Steinmetz | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ¨ (b) x | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
1,602 | ||||
| 6. | Shared Voting Power
1,220,672* | |||||
| 7. | Sole Dispositive Power
1,602 | |||||
| 8. | Shared Dispositive Power
1,220,672* | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,222,274* | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
2.5% | |||||
| 12. | Type of Reporting Person (See Instructions)
IN | |||||
| * | Includes the following shares: 1,016,120 by BV III QP, 68,320 by BV III, 19,672 by AM 2003, 85,874 by BV Parallel and 30,686 by BV KG. MPM III GP and MPM III LLC are the direct and indirect general partners of BV III QP, BV III, BV Parallel and BV KG. The Reporting Person is a Series A member of MPM III LLC and a manager of AM 2003. |
Page 12 of 23
CUSIP No. 737010108
| 1. | Name of Reporting Persons
Kurt Wheeler | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ¨ (b) x | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
673 | ||||
| 6. | Shared Voting Power
1,220,672* | |||||
| 7. | Sole Dispositive Power
673 | |||||
| 8. | Shared Dispositive Power
1,220,672* | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,221,345* | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
2.5% | |||||
| 12. | Type of Reporting Person (See Instructions)
IN | |||||
| * | Includes the following shares: 1,016,120 by BV III QP, 68,320 by BV III, 19,672 by AM 2003, 85,874 by BV Parallel and 30,686 by BV KG. MPM III GP and MPM III LLC are the direct and indirect general partners of BV III QP, BV III, BV Parallel and BV KG. The Reporting Person is a Series A member of MPM III LLC and a manager of AM 2003. |
Page 13 of 23
CUSIP No. 737010108
| 1. | Name of Reporting Persons
Nicholas Simon III | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ¨ (b) x | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
751 | ||||
| 6. | Shared Voting Power
1,220,672* | |||||
| 7. | Sole Dispositive Power
751 | |||||
| 8. | Shared Dispositive Power
1,220,672* | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,221,423* | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
2.5% | |||||
| 12. | Type of Reporting Person (See Instructions)
IN | |||||
| * | Includes the following shares: 1,016,120 by BV III QP, 68,320 by BV III, 19,672 by AM 2003, 85,874 by BV Parallel and 30,686 by BV KG. MPM III GP and MPM III LLC are the direct and indirect general partners of BV III QP, BV III, BV Parallel and BV KG. The Reporting Person is a Series A member of MPM III LLC and a manager of AM 2003. |
Page 14 of 23
CUSIP No. 737010108
| 1. | Name of Reporting Persons
Dennis Henner | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ¨ (b) x | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
20,071* | ||||
| 6. | Shared Voting Power
1,220,672** | |||||
| 7. | Sole Dispositive Power
20,071* | |||||
| 8. | Shared Dispositive Power
1,220,672** | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,240,743* ** | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
2.6% | |||||
| 12. | Type of Reporting Person (See Instructions)
IN | |||||
| * | Includes 18,793 shares issuable pursuant to options exercisable within 60 days of December 31, 2014 and 1,278 shares held by the Henner Irrevocable Trust, of which the Reporting Person is trustee. |
| ** | Includes the following shares: 1,016,120 by BV III QP, 68,320 by BV III, 19,672 by AM 2003, 85,874 by BV Parallel and 30,686 by BV KG. MPM III GP and MPM III LLC are the direct and indirect general partners of BV III QP, BV III, BV Parallel and BV KG. The Reporting Person is a Series A member of MPM III LLC and a manager of AM 2003. |
Page 15 of 23
| Item 1. |
| (a) | Name of Issuer |
Portola Pharmaceuticals, Inc.
| (b) | Address of Issuer’s Principal Executive Offices |
270 East Grand Avenue, Suite 22
South San Francisco, CA 94080
| Item 2. |
| (a) | Name of Person Filing |
MPM BioVentures III, LP
MPM BioVentures III-QP, L.P.
MPM BioVentures III Parallel Fund, L.P.
MPM BioVentures III GmbH & Co. Beteiligungs KG
MPM Asset Management Investors 2003 BVIII LLC
MPM BioVentures III GP, L.P.
MPM BioVentures III LLC
Luke Evnin
Ansbert Gadicke
Nicholas Galakatos
Michael Steinmetz
Kurt Wheeler
Nicholas Simon III
Dennis Henner
| (b) | Address of Principal Business Office or, if none, Residence |
c/o MPM Capital LLC
The John Hancock Tower
200 Clarendon Street, 54th Floor
Boston, MA 02116
| (c) | Citizenship |
All entities were organized in Delaware except MPM BioVentures III GmbH & Co. Beteiligungs KG, which was organized in Germany. The individuals are all United States citizens.
| (d) | Title of Class of Securities |
Common Stock
| (e) | CUSIP Number |
737010108
| Item 3. | If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a: |
Not applicable
Page 16 of 23
| Item 4. | Ownership |
| (a) | Amount Beneficially Owned: |
MPM BioVentures III, L.P. | 68,320 | |||
MPM BioVentures III-QP, L.P. | 1,016,120 | |||
MPM BioVentures III Parallel Fund, L.P. | 85,874 | |||
MPM BioVentures III GmbH & Co. Beteiligungs KG | 30,686 | |||
MPM Asset Management Investors 2003 BVIII LLC | 19,672 | |||
MPM BioVentures III GP, L.P. | 1,201,000 | (1) | ||
MPM BioVentures III LLC | 1,201,000 | (1) | ||
Ansbert Gadicke | 1,223,186 | (2)(3) | ||
Luke B. Evnin | 1,227,060 | (2)(3) | ||
Nicholas Galakatos | 1,222,018 | (2)(3) | ||
Michael Steinmetz | 1,222,274 | (2)(3)(4) | ||
Kurt Wheeler | 1,221,345 | (2)(3) | ||
Nicholas Simon III | 1,221,423 | (2)(3) | ||
Dennis Henner | 1,240,743 | (2)(3)(5) |
Percent of Class:
MPM BioVentures III, L.P. | 0.1 | % | ||
MPM BioVentures III-QP, L.P. | 2.1 | % | ||
MPM BioVentures III Parallel Fund, L.P. | 0.2 | % | ||
MPM BioVentures III GmbH & Co. Beteiligungs KG | 0.1 | % | ||
MPM Asset Management Investors 2003 BVIII LLC | 0.0 | % | ||
MPM BioVentures III GP, L.P. | 2.5 | % | ||
MPM BioVentures III LLC | 2.5 | % | ||
Ansbert Gadicke | 2.5 | % | ||
Luke B. Evnin | 2.5 | % | ||
Nicholas Galakatos | 2.5 | % | ||
Michael Steinmetz | 2.5 | % | ||
Kurt Wheeler | 2.5 | % | ||
Nicholas Simon III | 2.5 | % | ||
Dennis Henner | 2.6 | % |
| (b) | Number of shares as to which the person has: |
| (i) | Sole power to vote or to direct the vote |
MPM BioVentures III, L.P. | 68,320 | |||
MPM BioVentures III-QP, L.P. | 1,016,120 | |||
MPM BioVentures III Parallel Fund, L.P. | 85,874 | |||
MPM BioVentures III GmbH & Co. Beteiligungs KG | 30,686 | |||
MPM Asset Management Investors 2003 BVIII LLC | 19,672 | |||
MPM BioVentures III GP, L.P. | 0 | |||
MPM BioVentures III LLC | 0 | |||
Ansbert Gadicke | 2,514 | (3) | ||
Luke B. Evnin | 6,388 | (3) | ||
Nicholas Galakatos | 1,346 | (3)(4) | ||
Michael Steinmetz | 1,602 | (3) | ||
Kurt Wheeler | 673 | (3) | ||
Nicholas Simon III | 751 | (3) | ||
Dennis Henner | 20,071 | (3)(5) |
Page 17 of 23
| (ii) | Shared power to vote or to direct the vote |
MPM BioVentures III, L.P. | 0 | |||
MPM BioVentures III-QP, L.P. | 0 | |||
MPM BioVentures III Parallel Fund, L.P. | 0 | |||
MPM BioVentures III GmbH & Co. Beteiligungs KG | 0 | |||
MPM Asset Management Investors 2003 BVIII LLC | 0 | |||
MPM BioVentures III GP, L.P. | 1,201,000 | (1) | ||
MPM BioVentures III LLC | 1,201,000 | (1) | ||
Ansbert Gadicke | 1,220,672 | (2) | ||
Luke B. Evnin | 1,220,672 | (2) | ||
Nicholas Galakatos | 1,220,672 | (2) | ||
Michael Steinmetz | 1,220,672 | (2) | ||
Kurt Wheeler | 1,220,672 | (2) | ||
Nicholas Simon III | 1,220,672 | (2) | ||
Dennis Henner | 1,220,672 | (2) |
| (iii) | Sole power to dispose or to direct the disposition of |
MPM BioVentures III, LP | 68,320 | |||
MPM BioVentures III-QP, L.P. | 1,016,120 | |||
MPM BioVentures III Parallel Fund, L.P. | 85,874 | |||
MPM BioVentures III GmbH & Co. Beteiligungs KG | 30,686 | |||
MPM Asset Management Investors 2003 BVIII LLC | 19,672 | |||
MPM BioVentures III GP, L.P. | 0 | |||
MPM BioVentures III LLC | 0 | |||
Ansbert Gadicke | 2,514 | (3) | ||
Luke Evnin | 6,388 | (3) | ||
Nicholas Galakatos | 1,346 | (3)(4) | ||
Michael Steinmetz | 1,602 | (3) | ||
Kurt Wheeler | 673 | (3) | ||
Nicholas Simon III | 751 | (3) | ||
Dennis Henner | 20,071 | (3)(5) |
Page 18 of 23
| (iv) | Shared power to dispose or to direct the disposition of |
MPM BioVentures III, LP | 0 | |||
MPM BioVentures III-QP, L.P. | 0 | |||
MPM BioVentures III Parallel Fund, L.P. | 0 | |||
MPM BioVentures III GmbH & Co. Beteiligungs KG | 0 | |||
MPM Asset Management Investors 2003 BVIII LLC | 0 | |||
MPM BioVentures III GP, L.P. | 1,201,000 | (1) | ||
MPM BioVentures III LLC | 1,201,000 | (1) | ||
Ansbert Gadicke | 1,220,672 | (2) | ||
Luke B. Evnin | 1,220,672 | (2) | ||
Nicholas Galakatos | 1,220,672 | (2) | ||
Michael Steinmetz | 1,220,672 | (2) | ||
Kurt Wheeler | 1,220,672 | (2) | ||
Nicholas Simon III | 1,220,672 | (2) | ||
Dennis Henner | 1,220,672 | (2) |
| (1) | Includes the following shares: 1,016,120 by BV III QP, 68,230 by BV III, 85,874 by BV Parallel and 30,686 by BV KG. MPM III GP and MPM III LLC are the direct and indirect general partners of BV III QP, BV III, BV Parallel and, BV KG. |
| (2) | Includes the following shares: 1,016,120 by BV III QP, 68,230 by BV III, 19,672 by AM 2003, 85,874 by BV Parallel and 30,686 by BV KG. MPM III GP and MPM III LLC are the direct and indirect general partners of BV III QP, BV III, BV Parallel and BV KG. The Reporting Person is a Series A member of MPM III LLC and a manager of AM 2003. |
| (3) | Shares received in a pro rata distribution by the funds on February 28, 2014 that may have been subsequently sold. |
| (4) | Includes 404 shares held by AAG Peakham, LLC, of which the Reporting Person is a member. |
| (5) | Includes 18,793 shares issuable upon the exercise of options that are exercisable within 60 days of the filing date and 1,278 shares held by the Henner Irrevocable Trust, of which the Reporting Person is trustee. |
| Item 5. | Ownership of Five Percent or Less of a Class |
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the followingx.
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person |
Not Applicable
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person. |
Not Applicable
| Item 8. | Identification and Classification of Members of the Group |
Not Applicable
| Item 9. | Notice of Dissolution of a Group |
Not Applicable
| Item 10. | Certification |
Not Applicable
Page 19 of 23
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
| Dated: February 4, 2015 | ||||||||
| MPM BIOVENTURES III, L.P. | MPM BIOVENTURES III-QP, L.P. | |||||||
| By: | MPM BioVentures III GP, L.P., | By: | MPM BioVentures III GP, L.P., | |||||
| its General Partner | its General Partner | |||||||
| By: | MPM BioVentures III LLC, | By: | MPM BioVentures III LLC, | |||||
| its General Partner | its General Partner | |||||||
| By: | /s/ Luke Evnin | By: | /s/ Luke Evnin | |||||
| Name: Luke Evnin | Name: Luke Evnin | |||||||
| Title: Series A Member | Title: Series A Member | |||||||
| MPM BIOVENTURES III PARALLEL FUND, L.P. | MPM BIOVENTURES III GMBH & CO. BETEILIGUNGS KG | |||||||
| By: | MPM BioVentures III GP, L.P., | |||||||
| its General Partner | By: | MPM BioVentures III GP, L.P., | ||||||
| in its capacity as the Managing Limited Partner | ||||||||
| By: | MPM BioVentures III LLC, | |||||||
| its General Partner | By: | MPM BioVentures III LLC, | ||||||
| its General Partner | ||||||||
| By: | /s/ Luke Evnin | |||||||
| Name: Luke Evnin | By: | /s/ Luke Evnin | ||||||
| Title: Series A Member | Name: Luke Evnin | |||||||
| Title: Series A Member | ||||||||
| MPM ASSET MANAGEMENT INVESTORS 2003 BVIII LLC | ||||||||
| By: | /s/ Luke Evnin | |||||||
| Name: Luke Evnin | ||||||||
| Title: Manager | ||||||||
| MPM BIOVENTURES III GP, L.P. | MPM BIOVENTURES III LLC | |||||||
| By: | MPM BioVentures III LLC, | By: | /s/ Luke Evnin | |||||
| its General Partner | Name: Luke Evnin | |||||||
| Title: | Series A Member | |||||||
| By: | /s/ Luke Evnin | |||||||
| Name: | Luke Evnin | |||||||
| Title: | Series A Member | |||||||
| By: | /s/ Luke Evnin | By: | /s/ Ansbert Gadicke | |||||
| Name: Luke Evnin | Name: Ansbert Gadicke | |||||||
| By: | /s/ Nicholas Galakatos | By: | /s/ Michael Steinmetz | |||||
| Name: Nicholas Galakatos | Name: Michael Steinmetz | |||||||
Page 20 of 23
| By: | /s/ Kurt Wheeler | By: | /s/ Nicholas Simon III | |||||
| Name: Kurt Wheeler | Name: Nicholas Simon III | |||||||
| By: | /s/ Dennis Henner | |||||||
| Name: Dennis Henner | ||||||||
EXHIBITS
| A: | Joint Filing Agreement |
Page 21 of 23
