Filing Details
- Accession Number:
- 0001181431-13-022601
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2013-04-17 21:41:43
- Reporting Period:
- 2013-04-16
- Filing Date:
- 2013-04-17
- Accepted Time:
- 2013-04-17 21:41:43
- 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 |
---|---|---|---|---|---|---|---|
1452907 | New Enterprise Associates 13 Lp | 1954 Greenspring Drive Suite 600 Timonium MD 21093 | No | No | Yes | No | |
1460751 | Nea 13 Gp, Ltd | 1954 Greenspring Drive Suite 600 Timonium MD 21093 | No | No | Yes | No | |
1460752 | Nea Partners 13, Limited Partnership | 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 | Direct | |
Common Stock | Disposition | 2013-04-16 | 196 | $8.00 | 156,054 | No | 4 | S | Direct | |
Common Stock | Acquisiton | 2013-04-16 | 633,219 | $8.00 | 789,273 | No | 4 | C | Direct | |
Common Stock | Acquisiton | 2013-04-16 | 4,418,940 | $0.00 | 5,208,213 | No | 4 | C | Direct | |
Common Stock | Acquisiton | 2013-04-16 | 625,000 | $8.00 | 5,833,213 | No | 4 | P | Direct |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | C | Direct | |
No | 4 | S | Direct | |
No | 4 | C | Direct | |
No | 4 | C | Direct | |
No | 4 | P | Direct |
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 | Direct |
0 | 2013-04-16 | 2014-02-15 | No | 4 | C | Direct |
0 | No | 4 | C | Direct |
Footnotes
- Effective upon the closing of the Issuer's initial public offering ("IPO") of its Common Stock, New Enterprise Associates 13, L.P.'s ("NEA 13") warrant automatically converted into 156,250 shares of Common Stock of the Issuer. NEA 13 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 NEA 13 the remaining 156,054 shares.
- The securities are directly held by NEA 13 and are indirectly held by NEA Partners 13, L.P. ("NEA Partners 13"), the sole general partner of NEA 13, NEA 13 GP, LTD ("NEA 13 LTD"), the sole general partner of NEA Partners 13 and each of the individual directors of NEA 13 LTD (NEA Partners 13, NEA 13 LTD and the individual directors of NEA 13 LTD (collectively, the "Directors") together, the "Indirect Reporting Persons"). The Directors of NEA 13 LTD are M. James Barrett, Peter J. Barris, Forest Baskett, Ryan D. Drant, Patrick J. Kerins, Krishna "Kittu" Kolluri, David M. Mott, Scott D. Sandell, Ravi Viswanathan and Harry R. Weller. The Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA 13 shares in which the Indirect Reporting Persons have no pecuniary interest.
- The Secured Convertible Promissory Note was issued to NEA 13 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.