UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No. 1)*
Under the Securities Exchange Act of 1934
CLEARSIDE BIOMEDICAL, INC.
(Name of Issuer)
Common Stock, $0.001 Par Value
(Title of Class of Securities)
185063 10 4
(CUSIP Number)
Clay Thorp
280 S. Mangum Street, Suite 350
Durham, North Carolina 27701
(919) 484-0730
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
January 20, 2017
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule l3G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.
| * | 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 disclosures provided in a prior cover page. |
The information required on 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. 185063 10 4
Page 2 of 20
| 1. | Name of Reporting Person I.R.S. Identification No. of Above Person (Entities Only) 20-4822068
Hatteras Venture Advisors III, LLC | |||||
| 2. | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
Not Applicable | |||||
| 3. | SEC Use Only
| |||||
| 4. | Source of Funds (See Instructions)
OO – See Item 3 | |||||
| 5. | Check if Disclosure of Legal Proceeding Is Required Pursuant to Items 2(d) or 2(e)
Not Applicable | |||||
| 6. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned By Each Reporting Person with
| 7. | Sole Voting Power
0 | ||||
| 8. | Shared Voting Power
1,754,373 | |||||
| 9. | Sole Dispositive Power
0 | |||||
| 10. | Shared Dispositive Power
1,754,373 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,754,373 | |||||
| 12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
☒ | |||||
| 13. | Percent of Class Represented by Amount in Row (11)
7.1% | |||||
| 14. | Type of Reporting Person
CO | |||||
CUSIP No. 185063 10 4
Page 3 of 20
| 1. | Name of Reporting Person I.R.S. Identification No. of Above Person (Entities Only) 20-482290
Hatteras Venture Partners III, LP | |||||
| 2. | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
Not Applicable | |||||
| 3. | SEC Use Only
| |||||
| 4. | Source of Funds (See Instructions)
OO – See Item 3 | |||||
| 5. | Check if Disclosure of Legal Proceeding Is Required Pursuant to Items 2(d) or 2(e)
Not Applicable | |||||
| 6. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned By Each Reporting Person with
| 7. | Sole Voting Power
0 | ||||
| 8. | Shared Voting Power
1,608,339 | |||||
| 9. | Sole Dispositive Power
0 | |||||
| 10. | Shared Dispositive Power
1,608,339 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,608,339 | |||||
| 12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
☐ | |||||
| 13. | Percent of Class Represented by Amount in Row (11)
6.6% | |||||
| 14. | Type of Reporting Person
PN | |||||
CUSIP No. 185063 10 4
Page 4 of 20
| 1. | Name of Reporting Person I.R.S. Identification No. of Above Person (Entities Only) 20-5052088
Hatteras Venture Affiliates III, LP | |||||
| 2. | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
Not Applicable | |||||
| 3. | SEC Use Only
| |||||
| 4. | Source of Funds (See Instructions)
OO – See Item 3 | |||||
| 5. | Check if Disclosure of Legal Proceeding Is Required Pursuant to Items 2(d) or 2(e)
Not Applicable | |||||
| 6. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned By Each Reporting Person with
| 7. | Sole Voting Power
0 | ||||
| 8. | Shared Voting Power
146,034 | |||||
| 9. | Sole Dispositive Power
0 | |||||
| 10. | Shared Dispositive Power
146,034 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person
146,034 | |||||
| 12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
☐ | |||||
| 13. | Percent of Class Represented by Amount in Row (11)
0.6% | |||||
| 14. | Type of Reporting Person
PN | |||||
CUSIP No. 185063 10 4
Page 5 of 20
| 1. | Name of Reporting Person I.R.S. Identification No. of Above Person (Entities Only)
Hatteras Venture Advisors IV SBIC, LLC | |||||
| 2. | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
Not Applicable | |||||
| 3. | SEC Use Only
| |||||
| 4. | Source of Funds (See Instructions)
OO – See Item 3 | |||||
| 5. | Check if Disclosure of Legal Proceeding Is Required Pursuant to Items 2(d) or 2(e)
Not Applicable | |||||
| 6. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned By Each Reporting Person with
| 7. | Sole Voting Power
0 | ||||
| 8. | Shared Voting Power
2,056,591 | |||||
| 9. | Sole Dispositive Power
0 | |||||
| 10. | Shared Dispositive Power
2,056,591 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person
2,056,591 | |||||
| 12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
☒ | |||||
| 13. | Percent of Class Represented by Amount in Row (11)
8.4% | |||||
| 14. | Type of Reporting Person
CO | |||||
CUSIP No. 185063 10 4
Page 6 of 20
| 1. | Name of Reporting Person I.R.S. Identification No. of Above Person (Entities Only) 32-0389462
Hatteras Venture Partners IV SBIC, LP | |||||
| 2. | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
Not Applicable | |||||
| 3. | SEC Use Only
| |||||
| 4. | Source of Funds (See Instructions)
OO – See Item 3 | |||||
| 5. | Check if Disclosure of Legal Proceeding Is Required Pursuant to Items 2(d) or 2(e)
Not Applicable | |||||
| 6. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned By Each Reporting Person with
| 7. | Sole Voting Power
0 | ||||
| 8. | Shared Voting Power
2,056,591 | |||||
| 9. | Sole Dispositive Power
0 | |||||
| 10. | Shared Dispositive Power
2,056,591 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person
2,056,591 | |||||
| 12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
☐ | |||||
| 13. | Percent of Class Represented by Amount in Row (11)
8.4% | |||||
| 14. | Type of Reporting Person
CO | |||||
CUSIP No. 185063 10 4
Page 7 of 20
| 1. | Name of Reporting Person I.R.S. Identification No. of Above Person (Entities Only) 20-4822068
Hatteras Venture Advisors IV, LLC | |||||
| 2. | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
Not Applicable | |||||
| 3. | SEC Use Only
| |||||
| 4. | Source of Funds (See Instructions)
OO – See Item 3 | |||||
| 5. | Check if Disclosure of Legal Proceeding Is Required Pursuant to Items 2(d) or 2(e)
Not Applicable | |||||
| 6. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned By Each Reporting Person with
| 7. | Sole Voting Power
0 | ||||
| 8. | Shared Voting Power
383,370 | |||||
| 9. | Sole Dispositive Power
0 | |||||
| 10. | Shared Dispositive Power
383,370 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person
383,370 | |||||
| 12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
☒ | |||||
| 13. | Percent of Class Represented by Amount in Row (11)
1.6% | |||||
| 14. | Type of Reporting Person
CO | |||||
CUSIP No. 185063 10 4
Page 8 of 20
| 1. | Name of Reporting Person I.R.S. Identification No. of Above Person (Entities Only) 45-2827886
Hatteras Venture Partners IV, LP | |||||
| 2. | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
Not Applicable | |||||
| 3. | SEC Use Only
| |||||
| 4. | Source of Funds (See Instructions)
OO – See Item 3 | |||||
| 5. | Check if Disclosure of Legal Proceeding Is Required Pursuant to Items 2(d) or 2(e)
Not Applicable | |||||
| 6. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned By Each Reporting Person with
| 7. | Sole Voting Power
0 | ||||
| 8. | Shared Voting Power
260,040 | |||||
| 9. | Sole Dispositive Power
0 | |||||
| 10. | Shared Dispositive Power
260,040 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person
260,040 | |||||
| 12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
☐ | |||||
| 13. | Percent of Class Represented by Amount in Row (11)
1.1% | |||||
| 14. | Type of Reporting Person
CO | |||||
CUSIP No. 185063 10 4
Page 9 of 20
| 1. | Name of Reporting Person I.R.S. Identification No. of Above Person (Entities Only) 38-3890444
Hatteras NC Fund, LP | |||||
| 2. | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
Not Applicable | |||||
| 3. | SEC Use Only
| |||||
| 4. | Source of Funds (See Instructions)
OO – See Item 3 | |||||
| 5. | Check if Disclosure of Legal Proceeding Is Required Pursuant to Items 2(d) or 2(e)
Not Applicable | |||||
| 6. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned By Each Reporting Person with
| 7. | Sole Voting Power
0 | ||||
| 8. | Shared Voting Power
123,330 | |||||
| 9. | Sole Dispositive Power
0 | |||||
| 10. | Shared Dispositive Power
123,330 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person
123,330 | |||||
| 12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
☐ | |||||
| 13. | Percent of Class Represented by Amount in Row (11)
0.5% | |||||
| 14. | Type of Reporting Person
CO | |||||
CUSIP No. 185063 10 4
Page 10 of 20
| 1. | Name of Reporting Person I.R.S. Identification No. of Above Person (Entities Only)
John C. Crumpler | |||||
| 2. | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
Not Applicable | |||||
| 3. | SEC Use Only
| |||||
| 4. | Source of Funds (See Instructions)
OO – See Item 3 | |||||
| 5. | Check if Disclosure of Legal Proceeding Is Required Pursuant to Items 2(d) or 2(e)
Not Applicable | |||||
| 6. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned By Each Reporting Person with
| 7. | Sole Voting Power
0 | ||||
| 8. | Shared Voting Power
4,194,334 | |||||
| 9. | Sole Dispositive Power
0 | |||||
| 10. | Shared Dispositive Power
4,194,334 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person
4,194,334 | |||||
| 12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
☐ | |||||
| 13. | Percent of Class Represented by Amount in Row (11)
17.1% | |||||
| 14. | Type of Reporting Person
IN | |||||
CUSIP No. 185063 10 4
Page 11 of 20
| 1. | Name of Reporting Person I.R.S. Identification No. of Above Person (Entities Only)
Robert A. Ingram | |||||
| 2. | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
Not Applicable | |||||
| 3. | SEC Use Only
| |||||
| 4. | Source of Funds (See Instructions)
OO – See Item 3 | |||||
| 5. | Check if Disclosure of Legal Proceeding Is Required Pursuant to Items 2(d) or 2(e)
Not Applicable | |||||
| 6. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned By Each Reporting Person with
| 7. | Sole Voting Power
0 | ||||
| 8. | Shared Voting Power
4,194,334 | |||||
| 9. | Sole Dispositive Power
0 | |||||
| 10. | Shared Dispositive Power
4,194,334 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person
4,194,334 | |||||
| 12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
☐ | |||||
| 13. | Percent of Class Represented by Amount in Row (11)
17.1% | |||||
| 14. | Type of Reporting Person
IN | |||||
CUSIP No. 185063 10 4
Page 12 of 20
| 1. | Name of Reporting Person I.R.S. Identification No. of Above Person (Entities Only)
Kenneth B. Lee | |||||
| 2. | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
Not Applicable | |||||
| 3. | SEC Use Only
| |||||
| 4. | Source of Funds (See Instructions)
OO – See Item 3 | |||||
| 5. | Check if Disclosure of Legal Proceeding Is Required Pursuant to Items 2(d) or 2(e)
Not Applicable | |||||
| 6. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned By Each Reporting Person with
| 7. | Sole Voting Power
0 | ||||
| 8. | Shared Voting Power
4,194,334 | |||||
| 9. | Sole Dispositive Power
0 | |||||
| 10. | Shared Dispositive Power
4,194,334 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person
4,194,334 | |||||
| 12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
☐ | |||||
| 13. | Percent of Class Represented by Amount in Row (11)
17.1% | |||||
| 14. | Type of Reporting Person
IN | |||||
CUSIP No. 185063 10 4
Page 13 of 20
| 1. | Name of Reporting Person I.R.S. Identification No. of Above Person (Entities Only)
Clay B. Thorp | |||||
| 2. | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
Not Applicable | |||||
| 3. | SEC Use Only
| |||||
| 4. | Source of Funds (See Instructions)
OO – See Item 3 | |||||
| 5. | Check if Disclosure of Legal Proceeding Is Required Pursuant to Items 2(d) or 2(e)
Not Applicable | |||||
| 6. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned By Each Reporting Person with
| 7. | Sole Voting Power
0 | ||||
| 8. | Shared Voting Power
4,194,334 | |||||
| 9. | Sole Dispositive Power
0 | |||||
| 10. | Shared Dispositive Power
4,194,334 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person
4,194,334 | |||||
| 12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
☐ | |||||
| 13. | Percent of Class Represented by Amount in Row (11)
17.1% | |||||
| 14. | Type of Reporting Person
IN | |||||
CUSIP No. 185063 10 4
Page 14 of 20
| 1. | Name of Reporting Person I.R.S. Identification No. of Above Person (Entities Only)
Douglas Reed | |||||
| 2. | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
Not Applicable | |||||
| 3. | SEC Use Only
| |||||
| 4. | Source of Funds (See Instructions)
OO – See Item 3 | |||||
| 5. | Check if Disclosure of Legal Proceeding Is Required Pursuant to Items 2(d) or 2(e)
Not Applicable | |||||
| 6. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned By Each Reporting Person with
| 7. | Sole Voting Power
0 | ||||
| 8. | Shared Voting Power
4,194,334 | |||||
| 9. | Sole Dispositive Power
0 | |||||
| 10. | Shared Dispositive Power
4,194,334 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person
4,194,334 | |||||
| 12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
☐ | |||||
| 13. | Percent of Class Represented by Amount in Row (11)
17.1% | |||||
| 14. | Type of Reporting Person
IN | |||||
CUSIP No. 185063 10 4
Page 15 of 20
This Amendment No. 1 on Schedule 13D amends the statement on Schedule 13D, dated June 7, 2016, which relates to the Common Stock, par value $0.001 per share (the “Common Stock”) of Clearside Biomedical, Inc. (the “Issuer”) filed by:
Hatteras Venture Advisors III, LLC (“HVA III”)
Hatteras Venture Partners III, LP (“HVP III”)
Hatteras Venture Affiliates III, LP (“HV Affiliates”)
Hatteras Venture Advisors IV SBIC, LLC (“HVA SBIC”)
Hatteras Venture Partners IV SBIC, LP (“HVP SBIC”)
Hatteras Venture Advisors IV, LLC (“HVA IV”)
Hatteras Venture Partners IV, LP (“HVP IV”)
Hatteras NC Fund, LP (“Hatteras Fund”)
John C. Crumpler
Robert A. Ingram
Kenneth B. Lee
Clay B. Thorp
Douglas Reed
(collectively, the “Reporting Persons”).
Except as expressly amended below, the Schedule 13D, dated June 7, 2016, remains in effect.
| Item 5. | Interest in Securities of the Issuer. |
| (a) | Aggregate number and percentage beneficially owned: |
HVA III — 1,754,373 or 7.1%
HVP III — 1,608,339 or 6.6%
HV Affiliates — 146,034 or less than 1%
HVA SBIC— 2,056,591 or 8.4%
HVP SBIC — 2,056,591 or 8.4%
HVA IV— 383,370 or 1.6%
HVP IV — 260,040 or 1.1%
Hatteras Fund— 123,330 or less than 1%
John C. Crumpler — 4,194,334 or 17.1%
Robert A. Ingram — 4,194,334 or 17.1%
Kenneth B. Lee — 4,194,334 or 17.1%
Clay B. Thorp — 4,194,334 or 17.1%
Douglas Reed — 4,194,334 or 17.1%
| (b) | Number of shares as to which the person has: |
| (i) | Sole power to vote or to direct the vote |
HVA III — 0
HVP III — 0
HV Affiliates — 0
HVA SBIC— 0
HVP SBIC — 0
CUSIP No. 185063 10 4
Page 16 of 20
HVA IV— 0
HVP IV — 0
Hatteras Fund— 0
John C. Crumpler — 0
Robert A. Ingram — 0
Kenneth B. Lee — 0
Clay B. Thorp — 0
Douglas Reed — 0
| (iii) | Sole power to dispose or to direct the disposition of |
HVA III — 0
HVP III — 0
HV Affiliates — 0
HVA SBIC— 0
HVP SBIC — 0
HVA IV— 0
HVP IV — 0
Hatteras Fund— 0
John C. Crumpler — 0
Robert A. Ingram — 0
Kenneth B. Lee — 0
Clay B. Thorp — 0
Douglas Reed — 0
| (iv) | Shared power to dispose or to direct the disposition of |
HVA III — 1,754,373
HVP III — 1,608,339
HV Affiliates — 146,034
HVA SBIC— 2,056,591
HVP SBIC — 2,056,591
HVA IV— 383,370
HVP IV — 260,040
Hatteras Fund— 123,330
John C. Crumpler — 4,194,334
Robert A. Ingram — 4,194,334
Kenneth B. Lee — 4,194,334
Clay B. Thorp — 4,194,334
Douglas Reed — 4,194,334
| (ii) | Shared power to vote or to direct the vote |
HVA III — 1,754,373
HVP III — 1,608,339
HV Affiliates — 146,034
HVA SBIC— 2,056,591
HVP SBIC — 2,056,591
HVA IV— 383,370
HVP IV — 260,040
Hatteras Fund— 123,330
John C. Crumpler — 4,194,334
Robert A. Ingram — 4,194,334
CUSIP No. 185063 10 4
Page 17 of 20
Kenneth B. Lee — 4,194,334
Clay B. Thorp — 4,194,334
Douglas Reed — 4,194,334
(c) Each of the required transactions described in this Item 5(a) were reported on Forms 4 filed with the Securities and Exchange Commission (the “SEC”) pursuant to Section 16 of the Act and are available on the SEC’s website atwww.sec.gov. The information reported in such filings is expressly incorporated herein.
CUSIP No. 185063 10 4
Page 18 of 20
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.
Date: February 8, 2017
| HATTERAS VENTURE ADVISORS III, LLC | ||
| By: | /s/ Clay B. Thorp | |
| Manager | ||
| HATTERAS VENTURE PARTNERS III, LP | ||
| By: | Hatteras Venture Advisors III, LLC, its general partner | |
| By: | /s/ Clay B. Thorp | |
| Manager | ||
| HATTERAS VENTURE AFFILIATES III, LP | ||
| By: | Hatteras Venture Advisors III, LLC, its general partner | |
| By: | /s/ Clay B. Thorp | |
| Manager | ||
| HATTERAS VENTURE ADVISORS IV SBIC, LLC | ||
| By: | /s/ Clay B. Thorp | |
| Manager | ||
CUSIP No. 185063 10 4
Page 19 of 20
| HATTERAS VENTURE PARTNERS IV SBIC, LP | ||
| By: | Hatteras Venture Advisors IV SBIC, LLC, its general partner | |
| By: | /s/ Clay B. Thorp | |
| Manager | ||
| HATTERAS VENTURE ADVISORS IV, LLC | ||
| By: | /s/ Clay B. Thorp | |
| Manager | ||
| HATTERAS VENTURE PARTNERS IV, LP | ||
| By: | Hatteras Venture Advisors IV, LLC, its general partner | |
| By: | /s/ Clay B. Thorp | |
| Manager | ||
| HATTERAS NC FUND, LP | ||
| By: | Hatteras Venture Advisors IV, LLC, its general partner | |
| By: | /s/ Clay B. Thorp | |
| Manager | ||
* | ||
| John C. Crumpler | ||
* | ||
| Robert A. Ingram | ||
* | ||
| Kenneth B. Lee | ||
CUSIP No. 185063 10 4
Page 20 of 20
* | ||
| Clay B. Thorp | ||
* | ||
| Douglas Reed | ||
| By: | /s/ Clay B. Thorp | |
| Clay B. Thorp, asAttorney-in-Fact | ||
This Amendment No. 1 to Schedule 13D was executed by Clay B. Thorp on behalf of the individuals listed above pursuant to a Power of Attorney a copy of which was previously filed with the Reporting Person’s Schedule 13D filed with the SEC on June 17, 2016.
