Filing Details
- Accession Number:
- 0001193125-19-100988
- Form Type:
- 13G Filing
- Publication Date:
- 2019-04-08 20:49:56
- Filed By:
- Technology Partners Fund Vii Lp
- Company:
- Soleno Therapeutics Inc (NASDAQ:SLNO)
- Filing Date:
- 2019-04-09
- SEC Url:
- 13G Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
---|---|---|---|---|---|---|
Technology Partners Fund VII | 0 | 0 | 0 | 0 | 0 | 0.0% |
TP Management VII | 0 | 0 | 0 | 0 | 0 | 0% |
James Glasheen | 25,478 | 0 | 25,478 | 0 | 25,478 | 0.1% |
Sheila Mutter | 484 | 0 | 484 | 0 | 484 | 0.0% |
Roger Quy | 0 | 0 | 0 | 0 | 0 | 0.0% |
Ira Ehrenpreis | 3,941 | 0 | 3,941 | 0 | 3,941 | 0.0% |
Ted Ardell | 0 | 1,970 | 0 | 1,970 | 1,970 | 0.0% |
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2 (b)
(Amendment No. 1)
Soleno Therapeutics, Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
834203135
(CUSIP Number)
March 11, 2019
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☒ Rule 13d-1(d)
* | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
(Continued on following pages)
CUSIP #834203135 | Page 2 of 10 |
1 | NAME OF REPORTING PERSONS
Technology Partners Fund VII, L.P. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
California |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
0 |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0% | |||||
12 | TYPE OF REPORTING PERSON
PN |
CUSIP #834203135 | Page 3 of 10 |
1 | NAME OF REPORTING PERSONS
TP Management VII, LLC | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
California |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
0 |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% | |||||
12 | TYPE OF REPORTING PERSON
OO |
CUSIP #834203135 | Page 4 of 10 |
1 | NAME OF REPORTING PERSONS
James Glasheen | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
25,478 (1) | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
25,478 (1) | |||||
8 | SHARED DISPOSITIVE POWER
0 |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
25,478 (1) | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.1% (2) | |||||
12 | TYPE OF REPORTING PERSON
IN |
(1) | All such shares are held of record by James Glasheen. |
(2) | Based on 31,755,169 shares of Common Stock outstanding as of March 6, 2019, as reported on the Issuers Form 10-K for the year ended December 31, 2018, filed with the United States Securities and Exchange Commission on March 20, 2019. |
CUSIP #834203135 | Page 5 of 10 |
1 | NAME OF REPORTING PERSONS
Sheila Mutter | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
484 (1) | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
484 (1) | |||||
8 | SHARED DISPOSITIVE POWER
0 |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
484 (1) | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0% (2) | |||||
12 | TYPE OF REPORTING PERSON
IN |
(1) | All such are held of record by Sheila Mutter. |
(2) | Based on 31,755,169 shares of Common Stock outstanding as of March 6, 2019, as reported on the Issuers Form 10-K for the year ended December 31, 2018, filed with the United States Securities and Exchange Commission on March 20, 2019. |
CUSIP #834203135 | Page 6 of 10 |
1 | NAME OF REPORTING PERSONS
Roger Quy | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 (1) | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
0 (1) | |||||
8 | SHARED DISPOSITIVE POWER
0 |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 (1) | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0% | |||||
12 | TYPE OF REPORTING PERSON
IN |
(1) | As of the date of this filing. |
CUSIP #834203135 | Page 7 of 10 |
1 | NAME OF REPORTING PERSONS
Ira Ehrenpreis | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
3,941 (1) | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
3,941 (1) | |||||
8 | SHARED DISPOSITIVE POWER
0 |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,941 (1) | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0% (2) | |||||
12 | TYPE OF REPORTING PERSON
IN |
(1) | All such are held of record by Ira Ehrenpreis. |
(2) | Based on 31,755,169 shares of Common Stock outstanding as of March 6, 2019, as reported on the Issuers Form 10-K for the year ended December 31, 2018, filed with the United States Securities and Exchange Commission on March 20, 2019. |
CUSIP #834203135 | Page 8 of 10 |
1 | NAME OF REPORTING PERSONS
Ted Ardell | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
1,970 (1) | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
1,970 (1) |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,970 (1) | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0% (2) | |||||
12 | TYPE OF REPORTING PERSON
IN |
(1) | All such are held of record by Ted Ardell. |
(2) | Based on 31,755,169 shares of Common Stock outstanding as of March 6, 2019, as reported on the Issuers Form 10-K for the year ended December 31, 2018, filed with the United States Securities and Exchange Commission on March 20, 2019. |
SCHEDULE 13G
CUSIP #834203135 | Page 9 of 10 |
ITEM 1(A). NAME OF ISSUER
This Amendment No. 1 to Schedule 13G amends the Schedule 13G previously filed by Technology Partners VII, TP Management VII, Glasheen, Mutter, Quy, Ehrenpreis, Ardell (collectively, the Reporting Persons) and Technology Affiliates VII on February 11, 2019 (the Schedule 13G). Technology Affiliates VII has been removed from this Amendment No.1 because it reported a beneficial ownership of zero in the Schedule 13G. Only those items that are hereby reported are amended; all other items reported in the Schedule 13G remain unchanged. Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable. Capitalized terms not defined in this Amendment No. 1 have the meanings ascribed to them in the Schedule 13G.
ITEM 4. OWNERSHIP
The approximate percentages of Common Stock reported as beneficially owned by the Reporting Persons are based upon 31,755,169 shares of Common Stock outstanding as of March 6, 2019, as reported on the Issuers Form 10-K Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, as filed with the United States Securities and Exchange Commission on March 20, 2019.
The following information with respect to the ownership of the common stock of the Issuer by the Reporting Persons filing this Statement is provided as of March 11, 2019:
(a) Amount beneficially owned:
See Row 9 of cover page for each Reporting Person.
(b) Percent of Class:
See Row 11 of cover page for each Reporting Person.
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
See Row 5 of cover page for each Reporting Person.
(ii) Shared power to vote or to direct the vote:
See Row 6 of cover page for each Reporting Person.
(iii) Sole power to dispose or to direct the disposition of:
See Row 7 of cover page for each Reporting Person.
(iv) Shared power to dispose or to direct the disposition of:
See Row 8 of cover page for each Reporting Person.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5% of the class of securities, check the following: ☒
CUSIP #834203135 | Page 10 of 10 |
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: April 8, 2019
TECHNOLOGY PARTNERS FUND VII, L.P. | ||
By: | TP Management VII, LLC | |
By: | /s/ Sheila Mutter | |
Managing Member | ||
TP MANAGEMENT VII, LLC | ||
By: | /s/ Sheila Mutter | |
Managing Member | ||
JAMES GLASHEEN | ||
By: | /s/ James Glasheen | |
James Glasheen | ||
SHEILA MUTTER | ||
By: | /s/ Sheila Mutter | |
Sheila Mutter | ||
ROGER QUY | ||
By: | /s/ Roger Quy | |
Roger Quy | ||
IRA EHRENPREIS | ||
By: | /s/ Ira Ehrenpreis | |
Ira Ehrenpreis | ||
TED ARDELL | ||
By: | /s/ Ted Ardell | |
Ted Ardell |