Viela Bio (VIE) Form 4/A Viela Bio / Yanling Cao ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Cao Yanling

(Last) (First) (Middle)

C/O BOYU CAPITAL ADVISORY CO. LIMITED,

SUITE 1518, TWO PACIFIC PL, 88 QUEENSWAY

(Street)

HONG KONG

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Viela Bio, Inc. [ VIE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/07/2019

4. If Amendment, Date of Original Filed (Month/Day/Year)
10/09/2019

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/07/2019		C		6,800,000	A	(1)	6,800,000	I	Held by Boundless Meadow Limited(2)
Common Stock	10/07/2019		C		1,882,353	A	(1)	8,682,353(3)	I	Held by Boundless Meadow Limited(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series A-2 Preferred Stock	(1)	10/07/2019		C			6,800,000	(4)	(5)	Common Stock	6,800,000	(1)	0	I	Held by Boundless Meadow Limited(2)
Series A-3 Preferred Stock	(1)	10/07/2019		C			1,882,353	(4)	(5)	Common Stock	1,882,353	(1)	0	I	Held by Boundless Meadow Limited(2)

Explanation of Responses:

1. The shares of preferred stock automatically converted into common stock immediately upon completion of the Issuer's initial public offering on a 1-for-1 basis.

2. Boundless Meadow Limited is wholly owned by Boyu Capital Fund III. L.P., which is a fund to which Boyu Capital Advisory Co. Limited provides non-discretionary investment advisory services. Mr. Cao is a Partner of Boyu Capital Advisory Co. Limited, and may be deemed to beneficially own the shares held by Boundless Meadow Limited. Mr. Cao disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein, if any.

3. This amendment is being filed solely to correct a mathematical error in the amount of shares beneficially owned following the reported transaction as reflected in the Form 4 filed on October 9, 2019.

4. The shares of preferred stock were convertible into the Issuer's common stock in accordance with the Issuer's Restated Certificate of Incorporation, as amended, immediately upon completion of the Issuer's initial public offering

5. Not applicable.

	/s/ Xiao WANG, as Attorney-in-Fact	10/25/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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