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Neurogene Inc. — Director's Dealing 2014
Mar 14, 2014
33497_dirs_2014-03-14_6c5e41a2-c5dc-4daa-bb64-23f9681fc137.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: AQUINOX PHARMACEUTICALS, INC (AQXP)
CIK: 0001404644
Period of Report: 2014-03-12
Reporting Person: Ventures West 8 Limited Partnership (10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2014-03-12 | Common Special Voting Stock | A | 36502 | $0.00 | Acquired | 40147 | Direct |
| 2014-03-12 | Common Special Voting Stock | D | 40147 | $0.00 | Disposed | 0 | Direct |
| 2014-03-12 | Series A-1 Special Voting Stock | D | 284090 | $0.00 | Disposed | 0 | Direct |
| 2014-03-12 | Series A-2 Special Voting Stock | D | 189393 | $0.00 | Disposed | 0 | Direct |
| 2014-03-12 | Series B-1 Special Voting Stock | D | 326538 | $0.00 | Disposed | 0 | Direct |
| 2014-03-12 | Series B-2 Special Voting Stock | D | 325035 | $0.00 | Disposed | 0 | Direct |
| 2014-03-12 | Series C Special Voting Stock | D | 378786 | $0.00 | Disposed | 0 | Direct |
| 2014-03-12 | Common Stock | C | 1543989 | — | Acquired | 1543989 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2014-03-12 | Common Exchangeable Shares | $ | A | 36502 | Acquired | Common Stock (36502) | Direct | |
| 2014-03-12 | Common Exchangeable Shares | $ | C | 40147 | Disposed | Common Stock (40147) | Direct | |
| 2014-03-12 | Series A-1 Exchangeable Shares | $ | C | 284090 | Disposed | Series A-1 Preferred Stock (284090) | Direct | |
| 2014-03-12 | Series A-1 Preferred Stock | $ | C | 284090 | Acquired | Common Stock (284090) | Direct | |
| 2014-03-12 | Series A-1 Preferred Stock | $ | C | 284090 | Disposed | Common Stock (284090) | Direct | |
| 2014-03-12 | Series A-2 Exchangeable Shares | $ | C | 189393 | Disposed | Series A-2 Preferred Stock (189393) | Direct | |
| 2014-03-12 | Series A-2 Preferred Stock | $ | C | 189393 | Acquired | Common Stock (189393) | Direct | |
| 2014-03-12 | Series A-2 Preferred Stock | $ | C | 189393 | Disposed | Common Stock (189393) | Direct | |
| 2014-03-12 | Series B-1 Exchangeable Shares | $ | C | 326538 | Disposed | Series B-1 Preferred Stock (326538) | Direct | |
| 2014-03-12 | Series B-1 Preferred Stock | $ | C | 326538 | Acquired | Common Stock (326538) | Direct | |
| 2014-03-12 | Series B-1 Preferred Stock | $ | C | 326538 | Disposed | Common Stock (326538) | Direct | |
| 2014-03-12 | Series B-2 Exchangeable Shares | $ | C | 325035 | Disposed | Series B-2 Preferred Stock (325035) | Direct | |
| 2014-03-12 | Series B-2 Preferred Stock | $ | C | 325035 | Acquired | Common Stock (325035) | Direct | |
| 2014-03-12 | Series B-2 Preferred Stock | $ | C | 325035 | Disposed | Common Stock (325035) | Direct | |
| 2014-03-12 | Series C Exchangeable Shares | $ | C | 378786 | Disposed | Series C Preferred Stock (378786) | Direct | |
| 2014-03-12 | Series C Preferred Stock | $ | C | 378786 | Acquired | Common Stock (378786) | Direct | |
| 2014-03-12 | Series C Preferred Stock | $ | C | 378786 | Disposed | Common Stock (378786) | Direct |
Footnotes
F1: Five Corners Capital Inc., the general partner of Ventures West 8 Limited Partnership, has sole voting and investment power with respect to the shares held by Ventures West 8 Limited Partnership. The directors of Five Corners Capital Inc. are Dr. Gary Bridger and Kenneth Galbraith. Dr. Bridger and Kenneth Galbraith disclaim beneficial ownership of all shares except to the extent of their pecuniary interest.
F2: Each share of the issuer's Common, Series A-1, Series A-2, Series B-1, Series B-2 and Series C Special Voting Stock was redeemed upon the closing of the issuer's initial public offering for $0.0000192 per share.
F3: Each share of the issuer's Series A-1, Series A-2, Series B-1, Series B-2 and Series C Preferred Stock converted into Common Stock of the issuer on a 1-to-1 basis upon the closing of the issuer's initial public offering, and has no expiration date.
F4: The Common Exchangeable Shares of Aquinox Pharmaceuticals Inc., a corporation under the Canadian Business Corporations Act ("AQXP Canada"), were exchanged for Common Stock of the issuer on a 1-to-1 basis upon the closing of the issuer's initial public offering, and have no expiration date.
F5: The Series A-1, Series A-2, Series B-1, Series B-2 and Series C Exchangeable Shares of AQXP Canada were exchanged for Series A-1, Series A-2, Series B-1, Series B-2 and Series C Preferred Stock, respectively, of the issuer on a 1-to-1 basis immediately prior to the closing of the issuer's initial public offering, and have no expiration date.