Home > Insider Trading > Filing (0001104659-14-050848)

Filing Details

Accession Number:: 0001104659-14-050848
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-07-09 19:56:52
Reporting Period:: 2014-07-07

Filing Date:: 2014-07-09
Accepted Time:: 2014-07-09 19:56:52
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1598646	Minerva Neurosciences Inc.	NERV	Pharmaceutical Preparations (2834)	260784194

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1611671	Lorenzo Pellegrini	C/O Minerva Neurosciences, Inc. 245 First Street, Suite 1800 Cambridge MA 02142		Yes	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2014-07-07	114,078	$6.00	3,083,789	No	4	C	Indirect	See footnotes
Common Stock	Acquisiton	2014-07-07	61,923	$6.00	3,145,712	No	4	C	Indirect	See footnotes
Common Stock	Acquisiton	2014-07-07	737,500	$6.00	3,883,212	No	4	P	Indirect	See footnotes

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

Reported Derivative Transactions

Show Other Fields >>

Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Convertible Promissory Note	Convertible Promissory Note	Disposition	2014-07-07	114,078	$6.00	114,078	$6.00
Convertible Promissory Note	Convertible Promissory Note	Disposition	2014-07-07	61,923	$6.00	61,923	$6.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0			No	4	C	Indirect
0			No	4	C	Indirect

Footnotes

Lorenzo Pellegrini, Director of the Issuer, is a partner of Care Capital, LLC which is affiliated with Care Capital Investments III, LP ("CC III") and Care Capital Offshore Investments III, LP (CCO). Dr. Pellegrini disclaims beneficial ownership of all such shares held by the foregoing funds, except to the extent of his proportionate pecuniary interest therein.
Care Capital III LLC is the general partner of Care Capital Investments III LP and Care Capital Offshore Investments III LP and as a result, Care Capital III LLC has the ultimate power to vote or direct the vote and to dispose or direct the disposition of such shares. Richard Markham, Jan Leschly, Jerry N. Karabelas and David R. Ramsay are the four managing members at Care Capital III LLC, and in their capacity as such, may be deemed to exercise shared voting and investment power over the shares held by the reporting persons, each of whom disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
The issuer's convertible promissory notes automatically converted into a number of shares of Common Stock equal to the quotient of the aggregate outstanding principal amount and all accrued and unpaid interest due under the notes divided by $6.00.
Consists of notes with a principal balance of $639,323.10 and interest accrued through July 6, 2014 of $33,910 convertible into 112,205 shares of common stock held by CC III and notes with a principal balance of $10,676.90 and interest accrued through July 6, 2014 of $566 convertible into 1,873 shares of common stock held by CCO.
Consists of notes with a principal balance of Euro 255,000.66 ($347,031.67, as converted) and interest accrued through July 6, 2014 of $18,406.94 convertible into 60,906 shares of common stock held by CC III and notes with a principal balance of Euro 4,258.59 ($5,795.54 as converted) and interest accrued through July 6, 2014 of $307.40 convertible into 1,017 shares of common stock held by CCO. All amounts converted from Euro into U.S. Dollars ($) applied the conversion rate from the Euro as of July 4, 2014, which was 1.360905.
Consist of 725,386 shares owned by CC III and 12,114 shares owned by CCO.