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Corvus Pharmaceuticals, Inc. Director's Dealing 2016

Mar 29, 2016

32755_dirs_2016-03-29_9ba9b7b6-8895-4ab2-8396-ef64b3ef722a.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Corvus Pharmaceuticals, Inc. (CRVS)
CIK: 0001626971
Period of Report: 2016-03-29

Reporting Person: ORBIMED ADVISORS LLC (Director, 10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2016-03-29 Common Stock, $0.0001 par value C 3994674 Acquired 3994674 Indirect
2016-03-29 Common Stock, $0.0001 par value C 713776 Acquired 4708450 Indirect
2016-03-29 Common Stock, $0.0001 par value P 550000 $15.00 Acquired 5258450 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2016-03-29 Series A Convertible Preferred Stock $ C 3994674 Disposed Common Stock (3994674) Indirect
2016-03-29 Series B Convertible Preferred Stock $ C 713776 Disposed Common Stock (713776) Indirect

Footnotes

F1: The Series A Convertible Preferred Stock and Series B Convertible Preferred Stock automatically converted into shares of the Issuer's Common Stock, for no additional consideration, on a 1:1 basis at the consummation of the Issuer's initial public offering.

F2: These securities are held of record by OrbiMed Private Investments V, LP ("OPI V"). OrbiMed Capital GP V LLC ("GP V") is the sole general partner of OPI V, and OrbiMed Advisors LLC ("Advisors"), a registered adviser under the Investment Advisors Act of 1940, as amended, is the sole managing member of GP V. Samuel D. Isaly ("Isaly"), a natural person, is the managing member of, and holder of a controlling interest in, Advisors. By virtue of such relationships, GP V, Advisors and Isaly may be deemed to have voting and investment power with respect to the securities held by OPI V noted above and as a result may be deemed to have beneficial ownership over such securities.

F3: This report on Form 4 is jointly filed by GP V, Advisors, and Isaly. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. The Reporting Persons have designated a representative, currently Peter A. Thompson, an employee of Advisors, to serve on the Issuer's board of directors. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.

F4: The expiration date is not relevant to the conversion of these securities.

F5: OPI V purchased an additional 550,000 shares of the Issuer's common stock in connection with the Issuer's initial public offering at the offering price of $15.00 per share.