Warburg Pincus & Co. Form 4 Silk Road Medical / CHARLES R KAYE 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^*

WARBURG PINCUS & CO.

(Last) (First) (Middle)

C/O WARBURG PINCUS LLC

450 LEXINGTON AVENUE

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Silk Road Medical Inc [ SILK ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
04/08/2019

4. 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 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	04/08/2019		C		13,079,728	A	(1)	13,099,629(2)(3)(4)	D
Common Stock	04/08/2019		S(5)		900,000	D	$20	12,199,629(6)	D

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 B Preferred Stock	(1)	04/08/2019		C			5,637,492	(1)	(1)	Common Stock	5,637,492	$0	0	D(7)
Series C Preferred Stock	(1)	04/08/2019		C			5,904,180	(1)	(1)	Common Stock	5,904,180	$0	0	D(8)
Series C Preferred Stock Warrant (Right to buy)	$6.11	04/08/2019		X(9)			1,071,902	(10)	08/07/2022	Common Stock	1,071,902	$0	0	D(11)
Series C Preferred Stock Warrant (Right to buy)	$6.11	04/08/2019		X(12)			1,074,072	(10)	10/13/2023	Common Stock	1,074,072	$0	0	D(11)
Series C Preferred Stock Warrant (Right to buy)	$6.11	04/08/2019		X(13)			34,291	(10)	08/07/2022	Common Stock	34,291	$0	0	D(14)
Series C Preferred Stock Warrant (Right to buy)	$6.11	04/08/2019		X(15)			34,361	(10)	10/13/2023	Common Stock	34,361	$0	0	D(14)
Series C Preferred Stock	(1)	04/08/2019		X(9)(12)		2,145,974		(1)	(1)	Common Stock	2,145,974	$0	2,145,974	D(16)
Series C Preferred Stock	(1)	04/08/2019		X(13)(15)		68,652		(1)	(1)	Common Stock	68,652	$0	68,652	D(17)
Series C Preferred Stock	(1)	04/08/2019		J(9)(12)			655,596(18)	(1)	(1)	Common Stock	655,596	$0	1,490,378	D(16)
Series C Preferred Stock	(1)	04/08/2019		J(13)(15)			20,974(19)	(1)	(1)	Common Stock	20,974	$0	47,678	D(17)
Series C Preferred Stock	(1)	04/08/2019		C(9)(12)(13)(15)			1,538,056(20)	(1)	(1)	Common Stock	1,538,056	$0	0	D(20)

1. Name and Address of Reporting Person^*

WARBURG PINCUS & CO.

(Last) (First) (Middle)

C/O WARBURG PINCUS LLC

450 LEXINGTON AVENUE

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

KAYE CHARLES R

(Last) (First) (Middle)

C/O WARBURG PINCUS LLC

450 LEXINGTON AVENUE

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Landy Joseph P.

(Last) (First) (Middle)

C/O WARBURG PINCUS LLC

450 LEXINGTON AVENUE

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

Explanation of Responses:

1. The Series B Preferred Stock and Series C Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and had no expiration date.

2. 12,693,546 of these shares are held by WP X Finance, L.P. ("WP X Finance") and 406,083 of these shares are held by Warburg Pincus X Partners, L.P. ("WPXP"). The total of 13,099,629 shares beneficially owned is comprised of (i) 19,901 shares of Common Stock held prior to the date hereof (ii) 5,637,492 shares of Common Stock issued upon conversion of Series B Preferred Stock held prior to the date hereof, (iii) 5,904,180 shares of Common Stock issued upon conversion of Series C Preferred Stock held prior to the date hereof, and (iv) 1,538,056 shares of Common Stock issued upon conversion of Series C Preferred Stock issued pursuant to the net exercise of warrants, as detailed in footnotes (9), (12), (13) and (15).

3. 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.

4. (continuation from footnote 3) 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.

5. 872,100 shares were sold by WP X Finance, and 27,900 shares were sold by WPXP, each in connection with the exercise of the underwriter's overallotment option pursuant to the Issuer's initial public offering of Common Stock.

6. 11,821,446 of these shares are held by WP X Finance and 378,183 of these shares are held by WPXP.

7. 5,462,731 of these shares are held by WP X Finance and 174,761 of these shares are held by WPXP.

8. 5,721,152 of these shares are held by WP X Finance and 183,028 of these shares are held by WPXP.

9. WP X Finance exercised a warrant to purchase 1,071,902 shares of the Issuer's Series C Preferred Stock at a per share exercise price of $6.11. WP X Finance paid the exercise price on a cashless basis, resulting in the Issuer withholding 327,467 of the warrant shares to pay the exercise price and issued to WP X Finance the remaining 744,435 shares.

10. All of the shares subject to the warrant are fully exercisable as of the date hereof.

11. This warrant is held by WP X Finance.

12. WP X Finance exercised a warrant to purchase 1,074,072 shares of the Issuer's Series C Preferred Stock at a per share exercise price of $6.11. WP X Finance paid the exercise price on a cashless basis, resulting in the Issuer withholding 328,129 of the warrant shares to pay the exercise price and issued to WP X Finance the remaining 745,943 shares.

13. WPXP exercised a warrant to purchase 34,291 shares of the Issuer's Series C Preferred Stock at a per share exercise price of $6.11. WPXP paid the exercise price on a cashless basis, resulting in the Issuer withholding 10,476 of the warrant shares to pay the exercise price and issued to WPXP the remaining 23,815 shares.

14. This warrant is held by WPXP.

15. WPXP exercised a warrant to purchase 34,361 shares of the Issuer's Series C Preferred Stock at a per share exercise price of $6.11. WPXP paid the exercise price on a cashless basis, resulting in the Issuer withholding 10,498 of the warrant shares to pay the exercise price and issued to WPXP the remaining 23,863 shares.

16. These shares are held by WP X Finance.

17. These shares are held by WPXP.

18. These shares are comprised of 327,467 shares and 328,129 shares withheld by the Issuer pursuant to the net exercise of warrants, as detailed in footnotes (9) and (12).

19. These shares are comprised of 10,476 shares and 10,498 shares withheld by the Issuer pursuant to the net exercise of warrants, as detailed in footnotes (13) and (15).

20. Prior to conversion to Common Stock, these shares are comprised of 1,490,378 shares held by WPX Finance and 47,678 shares held by WPXP.

Remarks:

Due to a 10-filer limitation, this is the second of two Forms 4 filed by entities and individuals related to WP X Finance, L.P.

	See Exhibit 99.1	04/10/2019
	** Signature of Reporting Person	Date
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