Filing Details
- Accession Number:
- 0001181431-10-058221
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2010-11-30 19:04:15
- Reporting Period:
- 2010-11-29
- Filing Date:
- 2010-11-30
- Accepted Time:
- 2010-11-30 19:04:15
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1375151 | Zogenix Inc. | ZGNX | Pharmaceutical Preparations (2834) | 205300780 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1252525 | Kurt Wheeler | C/O Clarus Ventures, Llc 101 Main Street, Suite 1210 Cambridge MA 92130 | Yes | No | Yes | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Common Stock | Acquisiton | 2010-11-29 | 2,100,000 | $0.00 | 2,100,000 | No | 4 | C | Indirect | By Clarus Lifesciences I, L.P. |
Common Stock | Acquisiton | 2010-11-29 | 1,247,947 | $0.00 | 3,347,947 | No | 4 | C | Indirect | By Clarus Lifesciences I, L.P. |
Common Stock | Acquisiton | 2010-11-29 | 884,492 | $0.00 | 4,232,439 | No | 4 | C | Indirect | By Clarus Lifesciences I, L.P. |
Common Stock | Acquisiton | 2010-11-29 | 1,750,000 | $4.00 | 5,982,439 | No | 4 | P | Indirect | By Clarus Lifesciences I, L.P. |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | C | Indirect | By Clarus Lifesciences I, L.P. |
No | 4 | C | Indirect | By Clarus Lifesciences I, L.P. |
No | 4 | C | Indirect | By Clarus Lifesciences I, L.P. |
No | 4 | P | Indirect | By Clarus Lifesciences I, L.P. |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Stock | Series A-1 Convertible Preferred Stock | Disposition | 2010-11-29 | 21,000,000 | $0.00 | 2,100,000 | $0.00 |
Common Stock | Series B Convertible Preferred Stock | Disposition | 2010-11-29 | 12,479,474 | $0.00 | 1,247,947 | $0.00 |
Common Stock | 8% Convertible Promissory Note | Disposition | 2010-11-29 | 884,492 | $0.00 | 884,492 | $0.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
0 | No | 4 | C | Indirect | ||
0 | No | 4 | C | Indirect | ||
0 | No | 4 | C | Indirect |
Footnotes
- Each of the Series A-1 Convertible Preferred Stock and the Series B Convertible Preferred Stock automatically converted to Common Stock upon the closing of the Issuer's initial public offering on November 29, 2010 at a conversion ratio of one share of Common Stock for every ten shares of Series A-1 Convertible Preferred Stock and one share of Common Stock for every ten shares of Series B Convertible Preferred Stock, as applicable, rounded down to the next whole number, for no additional consideration.
- These securities are held of record by Clarus Lifesciences I, L.P. ("CLI"). Clarus Ventures I Management, L.P. ("CVIM LP") is the general partner of CLI, and Clarus Ventures I, LLC ("CVI LLC") is the general partner of CVIM LP. CVI LLC and CVIM LP may each be deemed to share voting and dispositive power with respect to the securities owned by CLI. The Reporting Person is a manager of CVI LLC and a general partner of CVIM LP and in such capacities may be deemed to beneficially own the securities held of record by CVI, but disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
- The principle of the Note and accrued interest thereon was automatically converted upon the closing of the Issuer's initial public offering on November 29, 2010 into shares of Common Stock at a conversion price equal to $4.00 per share, the per share price of the Common Stock sold in the Issuer's initial public offering.
- The filing of this statement shall not be deemed an admission that, for the purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Person is the beneficial owner of equity securities covered by this statement.