Filing Details
- Accession Number:
- 0001179110-13-006930
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2013-04-17 20:58:28
- Reporting Period:
- 2013-04-16
- Filing Date:
- 2013-04-17
- Accepted Time:
- 2013-04-17 20:58:28
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1477598 | Omthera Pharmaceuticals Inc. | OMTH | Pharmaceutical Preparations (2834) | 263797738 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1402054 | Gerald Wisler | C/O Omthera Pharmaceuticals, Inc. 707 State Road Princeton NJ 08540 | President And Ceo | Yes | Yes | No | 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 | 2013-04-16 | 36,574 | $0.00 | 645,761 | No | 4 | C | Direct | |
Common Stock | Acquisiton | 2013-04-16 | 3,125 | $0.01 | 648,886 | No | 4 | C | Direct | |
Common Stock | Disposition | 2013-04-16 | 4 | $8.00 | 648,882 | No | 4 | S | Direct | |
Common Stock | Acquisiton | 2013-04-16 | 12,664 | $8.00 | 661,546 | No | 4 | C | Direct |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | C | Direct | |
No | 4 | C | Direct | |
No | 4 | S | Direct | |
No | 4 | C | Direct |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Stock | Series B Convertible Preferred Stock | Disposition | 2013-04-16 | 51,033 | $0.00 | 36,574 | $0.00 |
Common Stock | Warrant (right to buy) | Disposition | 2013-04-16 | 3,125 | $0.00 | 3,125 | $0.01 |
Common Stock | Secured Convertible Promissory Note | Disposition | 2013-04-16 | 12,664 | $0.00 | 12,664 | $8.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
0 | No | 4 | C | Direct | ||
0 | 2013-04-16 | 2023-02-15 | No | 4 | C | Direct |
0 | 2013-04-16 | 2014-02-15 | No | 4 | C | Direct |
Reported Non-Derivative Holdings
Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
---|---|---|---|
Common Stock | 331,963 | Indirect | By Nicole Miranda Wisler 2012 Exempt Trust |
Common Stock | 26,382 | Indirect | By Nicole Miranda Wisler 2012 Non-Exempt Trust |
Common Stock | 331,963 | Indirect | By Michael Robert Wisler 2012 Exempt Trust |
Common Stock | 26,382 | Indirect | By Michael Robert Wisler 2012 Non-Exempt Trust |
Footnotes
- Represents the total number of shares received upon conversion of shares of the Issuer's Series B Convertible Preferred Stock (the "Series B Shares").
- Represents the total number of shares received upon conversion of the reporting person's warrant.
- Effective upon the closing of the Issuer's initial public offering ("IPO") of its Common Stock, the reporting person's warrant automatically converted into 3,125 shares of Common Stock. The reporting person paid the exercise price of $0.01 per share of the warrant on a cashless basis, resulting in the Issuer's withholding of 4 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 3,121 shares.
- Represents the total number of shares received upon conversion of the Secured Convertible Promissory Note issued to the reporting person.
- These shares are held in a trust for the benefit of one of the reporting person's children. The reporting person's spouse is trustee of the trust. The reporting person disclaims beneficial ownership of these securities, except to the extent of the reporting person's pecuniary interest, if any, therein, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
- Effective upon the closing of the Issuer's IPO of its Common Stock, each Series B Share automatically converted at a ratio of 1.3953-to-1 into the number of shares of Common Stock shown in column 7. The Series B Shares had no expiration date.
- This is the maturity date of the Secured Convertible Promissory Note.
- The Secured Convertible Promissory Note was issued to the reporting person in exchange for $100,000. Effective upon the closing of the Issuer's IPO of its Common Stock, the Secured Convertible Promissory Note automatically converted into the number of shares of Common Stock shown in column 7.