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*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 04/03/2019 | 3. Issuer Name and Ticker or Trading Symbol Silk Road Medical Inc [ SILK ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 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 | 19,901 | D(1)(2)(3) | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 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 B Preferred Stock | (4) | (4) | Common Stock | 5,637,492(5) | (4) | D | |
| Series C Preferred Stock | (4) | (4) | Common Stock | 5,904,180(6) | (4) | D | |
| Series C Preferred Stock Warrant (Right to buy) | (7) | 08/07/2022 | Common Stock | 1,071,902 | 6.11 | D(8) | |
| Series C Preferred Stock Warrant (Right to buy) | (7) | 10/13/2023 | Common Stock | 1,074,072 | 6.11 | D(8) | |
| Series C Preferred Stock Warrant (Right to buy) | (7) | 08/07/2022 | Common Stock | 34,291 | 6.11 | D(9) | |
| Series C Preferred Stock Warrant (Right to buy) | (7) | 10/13/2023 | Common Stock | 34,361 | 6.11 | D(9) | |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. 19,285 of these shares are held of record by WP X Finance, L.P. ("WP X Finance") and 616 of these shares are held of record by Warburg Pincus X Partners, L.P. ("WPXP"). |
| 2. WPX GP, L.P., a Delaware limited partnership ("WPX GP"), is the managing general partner of WP X Finance. Warburg Pincus Private Equity X, L.P., a Delaware limited partnership ("WP X"), is the general partner of WPX GP. Warburg Pincus X, L.P., a Delaware limited partnership ("WPX LP"), is the general partner of WPX and WPXP. Warburg Pincus X GP L.P., a Delaware limited partnership ("WP X GP LP"), is the general partner of WPX LP. WPP GP LLC, a Delaware limited liability company ("WPP GP"), is the general partner of WP X GP LP. Warburg Pincus Partners, L.P., a Delaware limited partnership ("WP Partners"), is the managing member of WPP GP. Warburg Pincus Partners GP LLC, a Delaware limited liability company ("WP Partners GP"), is the general partner of WP Partners. |
| 3. (continuation from footnote 2) Warburg Pincus & Co., a New York general partnership ("WP"), is the managing member of WP Partners GP. Charles R. Kaye and Joseph P. Landy are each Managing General Partners of WP and may each be deemed to control the Warburg Pincus entities. Messrs. Kaye and Landy disclaim beneficial ownership of all shares held by the Warburg Pincus entities. |
| 4. Each share of Series B Preferred Stock and Series C Preferred Stock shall automatically convert into Common Stock on a one-for-one basis immediately prior to the closing of the Issuer's initial public offering of Common Stock and has no expiration date |
| 5. 5,462,731 of these shares are held of record by WP X Finance and 174,761 of these shares are held of record by WPXP. |
| 6. 5,721,152 of these shares are held of record by WP X Finance and 183,028 of these shares are held of record by WPXP. |
| 7. All of the shares subject to this warrant are exercisable as of the date hereof. |
| 8. This warrant is held by WP X Finance. |
| 9. This warrant is held by WPXP. |
| Remarks: |
| Due to a 10-filer limitation, this is the second of two Forms 3 filed by entities and individuals related to WP X Finance, L.P. |
| See Exhibit 99.1 | 04/03/2019 | |
| ** 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 5 (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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||