Soleus PE GP I Form 3 BioAtla / Guy Levy ownership change

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Levy Guy

(Last) (First) (Middle)

C/O SOLEUS PRIVATE EQUITY GP I, LLC

104 FIELD POINT ROAD, 2ND FLOOR

(Street)

GREENWICH CT 06830

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/15/2020

3. Issuer Name and Ticker or Trading Symbol
BioAtla, Inc. [ BCAB ]

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

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

5. If Amendment, Date of Original Filed (Month/Day/Year)

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

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

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	14,871(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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: 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
Series D Preferred Stock	(2)	(2)	Common Stock	1,790,472(3)	(2)	I	See footnote(4)

1. Name and Address of Reporting Person^*

Levy Guy

(Last) (First) (Middle)

C/O SOLEUS PRIVATE EQUITY GP I, LLC

104 FIELD POINT ROAD, 2ND FLOOR

(Street)

GREENWICH CT 06830

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Soleus Private Equity GP I, LLC

(Last) (First) (Middle)

C/O SOLEUS PRIVATE EQUITY GP I, LLC

104 FIELD POINT ROAD, 2ND FLOOR

(Street)

GREENWICH CT 06830

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Soleus Private Equity Fund I, L.P.

(Last) (First) (Middle)

C/O SOLEUS PRIVATE EQUITY GP I, LLC

104 FIELD POINT ROAD, 2ND FLOOR

(Street)

GREENWICH CT 06830

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Soleus PE GP I, LLC

(Last) (First) (Middle)

C/O SOLEUS PRIVATE EQUITY GP I, LLC

104 FIELD POINT ROAD, 2ND FLOOR

(Street)

GREENWICH CT 06830

(City) (State) (Zip)

Explanation of Responses:

1. Includes 14,871 restricted stock units ("RSUs"). 33.3% of the RSUs vest on December 7, 2021, with the remainder vesting in 24 substantially equal monthly installments thereafter, subject to the reporting person's continued service through the applicable vesting dates.

2. Each share of Series D Preferred Stock is convertible at any time, at the holder's election, into Common Stock, based on the then-applicable conversion rate and has no expiration date.

3. The shares of Series D Preferred Stock will convert automatically into 1,790,472 shares of Common Stock upon the closing of the Issuer's initial public offering. These amounts reflect a 1-for-13 reverse stock split which became effective on December 2, 2020.

4. The reportable securities are owned directly by Soleus Private Equity Fund I, L.P. ("Soleus PE"). Soleus Private Equity GP I, LLC ("Soleus GP") is the sole general partner of Soleus PE. Soleus GP holds voting and dispositive power over the shares held by Soleus PE. Soleus PE GP I, LLC ("Soleus PE GP") is the sole manager of Soleus GP. Mr. Guy Levy is the sole managing member of Soleus PE GP. Each of Mr. Guy Levy, Soleus PE GP and Soleus GP disclaims beneficial ownership of these securities and this report shall not be deemed an admission that they are the beneficial owners of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.

Remarks:

	Soleus Private Equity GP I, LLC /s/ Guy Levy, Managing Member of Soleus PE GP I, LLC, which is the Manager of Soleus Private Equity GP I, LLC	12/15/2020
	Soleus Private Equity Fund I, L.P., /s/ Guy Levy, Managing Member of Soleus PE GP I, LLC, which is the Manager of Soleus Private Equity GP I, LLC, which is the General Partner of Soleus Private Equity Fund I, L.P.	12/15/2020
	Soleus PE GP I, LLC /s/ Guy Levy, Managing Member	12/15/2020
	/s/ Guy Levy	12/15/2020
	** Signature of Reporting Person	Date
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