Filing Details
- Accession Number:
- 0001012975-10-000265
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2010-08-10 13:00:00
- Reporting Period:
- 2010-08-06
- Filing Date:
- 2010-08-10
- Accepted Time:
- 2010-08-10 15:40:48
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1356857 | Trius Therapeutics Inc | TSRX | Pharmaceutical Preparations (2834) | 201320630 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1313646 | P L V Partners Venture Prism | 117 Kendrick Street Suite 200 Needham MA 02494 | No | No | Yes | No | |
1328014 | Prism Venture Partners V-A Lp | 117 Kendrick Street Suite 200 Needham MA 02494 | 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 | 2010-08-06 | 1,198,378 | $0.00 | 1,198,378 | No | 4 | C | Direct | |
Common Stock | Acquisiton | 2010-08-06 | 565,817 | $4.38 | 1,764,195 | No | 4 | C | Direct | |
Common Stock | Acquisiton | 2010-08-06 | 1,194,035 | $5.00 | 2,958,230 | No | 4 | P | Direct |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
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 | Series A-2 Preferred Stock | Disposition | 2010-08-06 | 6,909,092 | $0.00 | 6,909,092 | $0.00 |
Common Stock | Series B Preferred Stock | Disposition | 2010-08-06 | 3,396,970 | $0.00 | 3,396,970 | $0.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
0 | No | 4 | C | Direct | ||
0 | No | 4 | C | Direct |
Footnotes
- Upon the closing of the Issuer's initial public offering, each 8.6 shares of the Series A-2 Preferred Stock and Series B Preferred Stock automatically converted into one share of Common Stock for no additional consideration. Such preferred shares had no expiration date.
- 823,406 shares are held of record by Prism Venture Partners V, L.P. ("PVP V") and 374,972 shares are held of record by Prism Venture Partners V-A, L.P. ("PVP V-A").
- By virtue of their relationship as affiliated entities, whose controlling entities have overlapping individual controlling persons, each of the reporting persons may be deemed to share the power to direct the disposition and vote of the shares held of record by the other reporting person. Each reporting person expressly disclaims beneficial ownership of all shares of Common Stock held by the reporting persons except to the extent of its actual pecuniary interest therein.
- Decisions by Prism Venture Partners, LLC ("PVP LLC"), the general partner of Prism Investment Partners V, L.P., the entity serving as the general partner of PVP V and PVP V-A, are generally made by the vote of three individual managing members - James A. Counihan ("Counihan"), Brendan O'Leary ("O'Leary") and Steven J. Benson ("Benson" and together with Counihan and O'Leary, the "Managing Members"). The Managing Members share voting and investment authority over the shares held by PVP V and PVP V-A. No individual Managing Member of PVP LLC has the power alone to direct the voting or disposition of the shares, and no Managing Member has the power to prevent the voting or disposition of such shares over his objection. Each of Counihan, O'Leary, and Benson disclaim the beneficial ownership of the shares held by PVP V and PVP V-A except to the extent of his pecuniary interest therein.
- 388,773 shares are held of record by PVP V and 177,044 shares are held of record by PVP V-A. The common stock was acquired upon conversion of a secured convertible promissory note exempt from the definition of derivative security, because its conversion ratio did not become fixed until automatic conversion at the time of the closing of the Issuer's initial public offering.
- 820,421 shares are held of record by PVP V and 373,614 shares are held of record by PVP V-A. The shares were purchased in the Issuer's initial public offering.
- 4,747,237 shares of Series A-2 Preferred Stock held by PVP V were converted into 552,004 shares of Common Stock. 2,161,855 shares of Series A-2 Preferred Stock held by PVP V-A were converted into 251,378 shares of Common Stock.
- 2,334,058 share of Series B Preferred Stock held by PVP V were converted into 271,402 shares of Common Stock. 1,062,912 shares of Series B Preferred Stock held by PVP V-A were converted into 123,594 shares of Common Stock.