Page 11 of 13 – SEC Filing
| Item 4. | Ownership |
| (a) | Amount beneficially owned: |
On July 24, 2017, the Issuer completed
a business combination with what was then known as “Alpine Immune Sciences, Inc.” (“Alpine”) in accordance
with the terms of the Agreement and Plan of Merger and Reorganization, dated as of April 18, 2017, by and among the Issuer, Nautilus
Merger Sub, Inc. (“Merger Sub”), and Alpine, pursuant to which Merger Sub merged with and into Alpine, with Alpine
surviving as a wholly owned subsidiary of the Issuer (the “Merger”). On the same date, in connection with, and prior
to the completion of, the Merger, the Issuer effected a 1:4 reverse stock split of its Common Stock, and on the same date, immediately
after the completion of the Merger, the Issuer changed its name to “Alpine Immune Sciences, Inc.” Immediately after
the Merger, the Issuer’s stockholders, warrantholders and optionholders immediately prior to the Merger owned, or held rights
to acquire, approximately 26% of the fully-diluted Common Stock of the Issuer.
As of the close of business on July
25, 2017 (i) BVF beneficially owned 277,314 shares of Common Stock, (ii) BVF2 beneficially owned 179,272 shares of Common Stock,
and (iii) Trading Fund OS beneficially owned 50,452 shares of Common Stock.
Partners OS as the general partner
of Trading Fund OS may be deemed to beneficially own the 50,452 shares of Common Stock beneficially owned by Trading Fund OS.
Partners, as the general partner of
BVF, BVF2, the investment manager of Trading Fund OS, and the sole member of Partners OS, may be deemed to beneficially own the
661,200 shares of Common Stock beneficially owned in the aggregate by BVF, BVF2, Trading Fund OS, and certain Partners managed
accounts (the “Partners Managed Accounts”), including 154,162 shares of Common Stock held in the Partners Managed Accounts.
BVF Inc., as the general partner of
Partners, may be deemed to beneficially own the 661,200 shares of Common Stock beneficially owned by Partners.
Mr. Lampert, as a director and officer
of BVF Inc., may be deemed to beneficially own the 661,200 shares of Common Stock beneficially owned by BVF Inc.
The foregoing should not be construed
in and of itself as an admission by any Reporting Person as to beneficial ownership of any shares of Common Stock owned by another
Reporting Person. Partners OS disclaims beneficial ownership of the shares of Common Stock beneficially owned by Trading Fund OS.
Each of Partners, BVF Inc. and Mr. Lampert disclaims beneficial ownership of the shares of Common Stock beneficially owned by BVF,
BVF2, Trading Fund OS, and the Partners Managed Accounts, and the filing of this statement shall not be construed as an admission
that any such person or entity is the beneficial owner of any such securities.
| (b) | Percent of class: |
The following percentages are based
on 13,881,645 shares of Common Stock outstanding as of July 24, 2017, as disclosed in the Issuer’s Current Report filed on
Form 8-K with the Securities and Exchange Commission on July 25, 2017.
As of the close of business on July
25, 2017 (i) BVF beneficially owned approximately 2.0% of the outstanding shares of Common Stock, (ii) BVF2 beneficially owned
approximately 1.3% of the outstanding shares of Common Stock, (iii) Trading Fund OS beneficially owned less than 1% of the outstanding
shares of Common Stock (iv) Partners OS may be deemed to beneficially own less than 1% of the outstanding shares of Common Stock,
and (v) each of Partners, BVF Inc. and Mr. Lampert may be deemed to beneficially own approximately 4.8% of the outstanding shares
of Common Stock (approximately 1.1% of which is held in the Partners Managed Accounts).
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