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X4 Pharmaceuticals, Inc — Director's Dealing 2017
Nov 20, 2017
34355_dirs_2017-11-20_8e0eb9f9-31fb-44bc-9cab-3d3067420a2e.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Arsanis, Inc. (ASNS)
CIK: 0001501697
Period of Report: 2017-11-20
Reporting Person: MCGUIRE TERRANCE (Director, 10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2017-11-20 | Common Stock | C | 18848 | — | Acquired | 18848 | Indirect |
| 2017-11-20 | Common Stock | C | 367 | — | Acquired | 367 | Indirect |
| 2017-11-20 | Common Stock | C | 129 | — | Acquired | 129 | Indirect |
| 2017-11-20 | Common Stock | C | 188 | — | Acquired | 188 | Indirect |
| 2017-11-20 | Common Stock | C | 243385 | — | Acquired | 262233 | Indirect |
| 2017-11-20 | Common Stock | C | 4743 | — | Acquired | 5110 | Indirect |
| 2017-11-20 | Common Stock | C | 1667 | — | Acquired | 1796 | Indirect |
| 2017-11-20 | Common Stock | C | 2433 | — | Acquired | 2621 | Indirect |
| 2017-11-20 | Common Stock | C | 317376 | — | Acquired | 579609 | Indirect |
| 2017-11-20 | Common Stock | C | 6185 | — | Acquired | 11295 | Indirect |
| 2017-11-20 | Common Stock | C | 2173 | — | Acquired | 3969 | Indirect |
| 2017-11-20 | Common Stock | C | 3173 | — | Acquired | 5794 | Indirect |
| 2017-11-20 | Common Stock | C | 110312 | — | Acquired | 689921 | Indirect |
| 2017-11-20 | Common Stock | C | 2150 | — | Acquired | 13445 | Indirect |
| 2017-11-20 | Common Stock | C | 755 | — | Acquired | 4724 | Indirect |
| 2017-11-20 | Common Stock | C | 1102 | — | Acquired | 6896 | Indirect |
| 2017-11-20 | Common Stock | C | 631041 | — | Acquired | 1320962 | Indirect |
| 2017-11-20 | Common Stock | C | 12298 | — | Acquired | 25743 | Indirect |
| 2017-11-20 | Common Stock | C | 4322 | — | Acquired | 9046 | Indirect |
| 2017-11-20 | Common Stock | C | 6310 | — | Acquired | 13206 | Indirect |
| 2017-11-20 | Common Stock | P | 482467 | $10.00 | Acquired | 1803429 | Indirect |
| 2017-11-20 | Common Stock | P | 9403 | $10.00 | Acquired | 35146 | Indirect |
| 2017-11-20 | Common Stock | P | 3305 | $10.00 | Acquired | 12351 | Indirect |
| 2017-11-20 | Common Stock | P | 4825 | $10.00 | Acquired | 18031 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2017-11-20 | Series A-1 Convertible Preferred Stock | $ | C | 64329 | Disposed | Common Stock (18848) | Indirect | |
| 2017-11-20 | Series A-1 Convertible Preferred Stock | $ | C | 1254 | Disposed | Common Stock (367) | Indirect | |
| 2017-11-20 | Series A-1 Convertible Preferred Stock | $ | C | 441 | Disposed | Common Stock (129) | Indirect | |
| 2017-11-20 | Series A-1 Convertible Preferred Stock | $ | C | 643 | Disposed | Common Stock (188) | Indirect | |
| 2017-11-20 | Series A-2 Convertible Preferred Stock | $ | C | 680130 | Disposed | Common Stock (243385) | Indirect | |
| 2017-11-20 | Series A-2 Convertible Preferred Stock | $ | C | 13256 | Disposed | Common Stock (4743) | Indirect | |
| 2017-11-20 | Series A-2 Convertible Preferred Stock | $ | C | 4659 | Disposed | Common Stock (1667) | Indirect | |
| 2017-11-20 | Series A-2 Convertible Preferred Stock | $ | C | 6801 | Disposed | Common Stock (2433) | Indirect | |
| 2017-11-20 | Series B Convertible Preferred Stock | $ | C | 710817 | Disposed | Common Stock (317376) | Indirect | |
| 2017-11-20 | Series B Convertible Preferred Stock | $ | C | 13854 | Disposed | Common Stock (6185) | Indirect | |
| 2017-11-20 | Series B Convertible Preferred Stock | $ | C | 4869 | Disposed | Common Stock (2173) | Indirect | |
| 2017-11-20 | Series B Convertible Preferred Stock | $ | C | 7108 | Disposed | Common Stock (3173) | Indirect | |
| 2017-11-20 | Series C Convertible Preferred Stock | $ | C | 221638 | Disposed | Common Stock (110312) | Indirect | |
| 2017-11-20 | Series C Convertible Preferred Stock | $ | C | 4315 | Disposed | Common Stock (2150) | Indirect | |
| 2017-11-20 | Series C Convertible Preferred Stock | $ | C | 1516 | Disposed | Common Stock (755) | Indirect | |
| 2017-11-20 | Series C Convertible Preferred Stock | $ | C | 2213 | Disposed | Common Stock (1102) | Indirect | |
| 2017-11-20 | Series D Convertible Preferred Stock | $ | C | 2153746 | Disposed | Common Stock (631041) | Indirect | |
| 2017-11-20 | Series D Convertible Preferred Stock | $ | C | 41976 | Disposed | Common Stock (12298) | Indirect | |
| 2017-11-20 | Series D Convertible Preferred Stock | $ | C | 14752 | Disposed | Common Stock (4322) | Indirect | |
| 2017-11-20 | Series D Convertible Preferred Stock | $ | C | 21537 | Disposed | Common Stock (6310) | Indirect |
Footnotes
F1: The Series A-1 Convertible Preferred Stock converted into Common Stock on a 0.29300-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series A-1 Convertible Preferred Stock was convertible at any time at the holder's election and automatically upon the closing at the Issuer's initial public offering. The shares had no expiration date.
F2: These shares are owned directly by Polaris Venture Partners V, L.P. ("Polaris V"), whose general partner is Polaris Venture Management Co. V, L.L.C. ("Polaris Management"). Each of Jonathan A. Flint ("Flint") and the Reporting Person, are the managing members of Polaris Management and may each be deemed to share voting and dispositive power with respect to the shares held by each of Polaris V, Polaris Venture Partners Entrepreneurs' Fund V, L.P. ("Polaris Entrepreneurs' V"), Polaris Venture Partners Founders' Fund V, L.P. ("Polaris Founders' V") and Polaris Venture Partners Special Founders' Fund V, L.P. ("Polaris Special Founders' V", and together with Polaris V, Polaris Entrepreneurs' V and Polaris Founders' V, the "Polaris V Funds").
F3: (Continued from footnote 2) Polaris Management may be deemed to have sole power to vote and dispose of the shares held by the Polaris V Funds. Each of Flint, the Reporting Person and Polaris Management disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that any of them is the beneficial owner of such securities for purposes of Section 16 or any other purpose, except to the extent of their respective pecuniary interests therein.
F4: These shares are owned directly by Polaris Entrepreneurs' V, whose general partner is Polaris Management. Each of Flint and the Reporting Person are the managing members of Polaris Management and may each be deemed to share voting and dispositive power over the shares held by each of the Polaris V Funds. Polaris Management may be deemed to have sole power to vote and dispose of the shares held by the Polaris V Funds. Each of Flint, the Reporting Person and Polaris Management disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that any of them is the beneficial owner of such securities for purposes of Section 16 or any other purpose, except to the extent of their respective pecuniary interests therein.
F5: These shares are owned directly by Polaris Founders' V, whose general partner is Polaris Management. Each of Flint and the Reporting Person are the managing members of Polaris Management and may each be deemed to share voting and dispositive power over the shares held by each of the Polaris V Funds. Polaris Management may be deemed to have sole power to vote and dispose of the shares held by the Polaris V Funds. Each of Flint, the Reporting Person and Polaris Management disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that any of them is the beneficial owner of such securities for purposes of Section 16 or any other purpose, except to the extent of their respective pecuniary interests therein.
F6: These shares are owned directly by Polaris Special Founders' V, whose general partner is Polaris Management. Each of Flint and the Reporting Person are the managing members of Polaris Management and, may each be deemed to share voting and dispositive power over the shares held by each of the Polaris V Funds. Polaris Management may be deemed to have sole power to vote and dispose of the shares held by the Polaris V Funds. Each of Flint, the Reporting Person and Polaris Management disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that any of them is the beneficial owner of such securities for purposes of Section 16 or any other purpose, except to the extent of their respective pecuniary interests therein.
F7: The Series A-2 Convertible Preferred Stock converted into Common Stock on a 0.35785-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series A-2 Convertible Preferred Stock was convertible at any time at the holder's election and automatically upon the closing at the Issuer's initial public offering. The shares had no expiration date.
F8: The Series B Convertible Preferred Stock converted into Common Stock on a 0.44650-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series B Convertible Preferred Stock was convertible at any time at the holder's election and automatically upon the closing at the Issuer's initial public offering. The shares had no expiration date.
F9: The Series C Convertible Preferred Stock converted into Common Stock on a 0.49832-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series C Convertible Preferred Stock was convertible at any time at the holder's election and automatically upon the closing at the Issuer's initial public offering. The shares had no expiration date.
F10: The Series D Convertible Preferred Stock converted into Common Stock on a 0.29300-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series D Convertible Preferred Stock was convertible at any time at the holder's election and automatically upon the closing at the Issuer's initial public offering. The shares had no expiration date.