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Filing Details

Accession Number:: 0001181431-13-055655
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-10-30 16:00:29
Reporting Period:: 2013-10-25

Filing Date:: 2013-10-30
Accepted Time:: 2013-10-30 16:00:29
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1337553	Aerie Pharmaceuticals Inc	AERI	Biological Products, (No Disgnostic Substances) (2836)	203109565

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1202793	Michael Powell	C/O Sofinnova Ventures 2800 Sand Hill Road, Suite 150 Menlo Park CA 94025	No	No	Yes	No
1245624	James Healy	C/O Sofinnova Ventures 2800 Sand Hill Road, Suite 150 Menlo Park CA 94025	No	No	Yes	No
1362314	Eric Buatois	C/O Sofinnova Ventures 2800 Sand Hill Road, Suite 150 Menlo Park CA 94025	No	No	Yes	No
1380734	P L Vii Partners Venture Sofinnova	C/O Sofinnova Ventures 2800 Sand Hill Road, Suite 150 Menlo Park CA 94025	No	No	Yes	No
1421501	Sofinnova Management Vii, L.l.c.	C/O Sofinnova Ventures 2800 Sand Hill Road, Suite 150 Menlo Park CA 94025	No	No	Yes	No
1590102	Anand Mehra	C/O Sofinnova Ventures 2800 Sand Hill Road, Suite 150 Menlo Park CA 94025	Yes	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2013-10-25	932,553	$0.00	932,553	No	4	C	Indirect	See footnote
Common Stock	Acquisiton	2013-10-25	1,363,636	$0.00	2,296,189	No	4	C	Indirect	See footnote
Common Stock	Acquisiton	2013-10-25	155,600	$0.05	2,451,789	No	4	C	Indirect	See footnote
Common Stock	Acquisiton	2013-10-25	353,800	$0.00	2,805,589	No	4	C	Indirect	See footnote
Common Stock	Acquisiton	2013-10-25	285,000	$10.00	3,090,589	No	4	P	Indirect	See footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	See footnote
No	4	C	Indirect	See footnote
No	4	C	Indirect	See footnote
No	4	C	Indirect	See footnote
No	4	P	Indirect	See footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Series A-4 Convertible Preferred Stock	Disposition	2013-10-25	4,662,765	$0.00	932,553	$0.00
Common Stock	Series B Convertible Preferred Stock	Disposition	2013-10-25	6,818,182	$0.00	1,363,636	$0.00
Common Stock	Series B Preferred Stock Warrant (right to buy)	Disposition	2013-10-25	778,000	$0.00	155,600	$0.05
Common Stock	Convertible Notes	Disposition	2013-10-25	353,800	$0.00	353,800	$0.00
Common Stock	Series A-4 Preferred Stock Warrant (right to buy)	Disposition	2013-10-25	750,000	$0.00	150,000	$0.00
Common Stock	Common Stock Warrant (right to buy)	Acquisiton	2013-10-25	150,000	$0.00	150,000	$5.00

Remaning Holdings	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
0	No	4	C	Indirect
0	No	4	C	Indirect
150,000	No	4	C	Indirect

Footnotes

All outstanding shares of the Series A-4 Convertible Preferred Stock, including the 4,662,765 shares held by the Reporting Persons, were automatically converted into shares of Common Stock on a one-for-five basis upon the closing of the Issuer's initial public offering for no additional consideration.
The securities are owned directly by Sofinnova Venture Partners VII, L.P. ("SV VII"). Sofinnova Management VII, L.L.C. ("SV VII LLC"), the general partner of SV VII, James Healy, Michael Powell, and Eric Buatois, the managing members of SV VII LLC, and Anand Mehra, a director of the Issuer, may be deemed to have shared voting and dispositive power over the shares owned by SV VII. Such persons and entities disclaim beneficial ownership over the shares owned by SV VII except to the extent of any pecuniary interest therein.
All outstanding shares of the Series B Convertible Preferred Stock, including the 6,818,182 shares held by the Reporting Persons, were automatically converted into shares of Common Stock on a one-for-five basis upon the closing of the Issuer's initial public offering for no additional consideration.
The shares were purchased in the Issuer's initial public offering.
The Series B warrants to purchase shares of the Issuer's Series B convertible preferred stock were exercisable at a price of $0.01 per share at any time during their seven year term (expiration is December 2019), subject to adjustment. Upon completion of the Issuer's initial public offering, the Series B warrants automatically became exercisable for 155,600 shares of the Issuer's Common Stock at an exercise price of $0.05 per share.
The outstanding principal amount and all accrued and unpaid interest thereon converted into shares of Common Stock at a price per share equal to the initial public offering price upon the closing of the Issuer's initial public offering.
The Series A-4 warrants to purchase shares of the Issuer's Series A-4 convertible preferred stock were exercisable at a price of $1.00 per share at any time during their ten year term (expiration is August 2020), subject to adjustment. Upon completion of the Issuer's initial public offering, the Series A-4 warrants automatically became exercisable for 150,000 shares of the Issuer's common stock at an exercise price of $5.00 per share.
Exercise of warrant in cash in the amount of $7,780 in connection with the closing of the Issuer's initial public offering.