Filing Details
- Accession Number:
- 0001181431-13-022599
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2013-04-17 21:40:44
- Reporting Period:
- 2013-04-16
- Filing Date:
- 2013-04-17
- Accepted Time:
- 2013-04-17 21:40:44
- 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 |
---|---|---|---|---|---|---|---|
1479386 | Ravi Viswanathan | 1954 Greenspring Drive Suite 600 Timonium MD 21093 | No | 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 | 2013-04-16 | 156,250 | $0.01 | 156,250 | No | 4 | C | Indirect | See Note 2 |
Common Stock | Disposition | 2013-04-16 | 196 | $8.00 | 156,054 | No | 4 | S | Indirect | See Note 2 |
Common Stock | Acquisiton | 2013-04-16 | 633,219 | $8.00 | 789,273 | No | 4 | C | Indirect | See Note 2 |
Common Stock | Acquisiton | 2013-04-16 | 4,418,940 | $0.00 | 5,208,213 | No | 4 | C | Indirect | See Note 2 |
Common Stock | Acquisiton | 2013-04-16 | 625,000 | $8.00 | 5,833,213 | No | 4 | P | Indirect | See Note 2 |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | C | Indirect | See Note 2 |
No | 4 | S | Indirect | See Note 2 |
No | 4 | C | Indirect | See Note 2 |
No | 4 | C | Indirect | See Note 2 |
No | 4 | P | Indirect | See Note 2 |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Stock | Warrant (right to buy) | Disposition | 2013-04-16 | 156,250 | $0.00 | 156,250 | $0.01 |
Common Stock | Secured Convertible Promissory Note | Disposition | 2013-04-16 | 633,219 | $0.00 | 633,219 | $8.00 |
Common Stock | Series B Preferred Stock | Disposition | 2013-04-16 | 6,165,747 | $0.00 | 4,418,940 | $0.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
0 | 2013-04-16 | 2023-02-15 | No | 4 | C | Indirect |
0 | 2013-04-16 | 2014-02-15 | No | 4 | C | Indirect |
0 | No | 4 | C | Indirect |
Footnotes
- Effective upon the closing of the Issuer's initial public offering ("IPO") of its Common Stock, the Reporting Person's warrant automatically converted into 156,250 shares of Common Stock of the Issuer. 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 196 of the warrant shares to pay the exercise price and issuing to the Reporting Person the remaining 156,054 shares.
- The Reporting Person is a director of NEA 13 GP, LTD, which is the sole general partner of NEA Partners 13, L.P. ("NEA Partners 13"). NEA Partners 13 is the sole general partner of New Enterprise Associates 13, L.P. ("NEA 13"), the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of the securities held by NEA 13, except to the extent of his pecuniary interest therein.
- The Secured Convertible Promissory Note was issued to the Reporting Person in exchange for $5,000,000. Effective upon the closing of the Issuer's IPO, the outstanding principal and accrued and unpaid interest on the Secured Convertible Promissory Note automatically converted into shares of Common Stock at the Issuer's IPO price per share.
- This is the maturity date of the Secured Convertible Promissory Note.
- Effective upon the closing of the Issuer's IPO, each share of Series B Preferred Stock automatically converted, without the payment of additional consideration, at a ratio of 1.3953-1 into the number of shares of Common Stock shown in Column 7. The Series B Preferred Stock had no expiration date.