Filing Details
- Accession Number:
- 0001123292-14-000783
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2014-07-31 17:50:16
- Reporting Period:
- 2014-07-29
- Filing Date:
- 2014-07-31
- Accepted Time:
- 2014-07-31 17:50:16
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1437786 | Immune Design Corp. | IMDZ | Pharmaceutical Preparations (2834) | 262007174 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1033508 | Jay Moorin | 2430 Vanderbilt Beach Road, 108-190 Naples FL 34109 | No | No | Yes | No | |
| 1225149 | Alain Schreiber | 2430 Vanderbilt Beach Roard, 108-190 Naples FL 34109 | No | No | Yes | No | |
| 1431818 | Proquest Investments Iv, L.p. | 2430 Vanderbiilt Beach Road, 108-190 Naples FL 34109 | No | No | Yes | No | |
| 1431819 | Proquest Associates Iv Llc | 2430 Vanderbilut Beach Road, 108-190 Naples FL 34109 | 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 | 2014-07-29 | 1,595,530 | $0.00 | 1,595,530 | No | 4 | C | Direct | |
| Common Stock | Acquisiton | 2014-07-29 | 611,620 | $0.00 | 2,207,150 | No | 4 | C | Direct | |
| Common Stock | Acquisiton | 2014-07-29 | 305,810 | $0.00 | 2,512,960 | No | 4 | C | Direct | |
| Common Stock | Disposition | 2014-07-29 | 208,334 | $12.00 | 2,304,626 | No | 4 | S | Direct | |
| Common Stock | Acquisiton | 2014-07-29 | 391,131 | $12.00 | 2,695,757 | No | 4 | P | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Direct | |
| No | 4 | C | Direct | |
| No | 4 | C | Direct | |
| No | 4 | S | Direct | |
| No | 4 | P | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Series B Preferred Stock | Disposition | 2014-07-29 | 1,595,530 | $0.00 | 1,595,530 | $0.00 |
| Common Stock | Series C Preferred Stock | Disposition | 2014-07-29 | 611,620 | $0.00 | 611,620 | $0.00 |
| Series C Preferred Stock | Series C Preferred Stock Warrant (right to buy) | Disposition | 2014-07-29 | 305,810 | $0.00 | 305,810 | $8.18 |
| Common Stock | Series C Preferred Stock | Acquisiton | 2014-07-29 | 305,810 | $0.00 | 305,810 | $0.00 |
| Common Stock | Series C Preferred Stock | Disposition | 2014-07-29 | 305,810 | $0.00 | 305,810 | $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 | ||
| 0 | 2013-10-16 | No | 4 | X | Direct | |
| 305,810 | No | 4 | X | Direct | ||
| 0 | No | 4 | C | Direct |
Footnotes
- Immediately prior to the closing of the Issuer's initial public offering of its common stock, each share of Series A, Series B and Series C preferred stock automatically converted into one share of common stock. The Series A, Series B and Series C preferred stock had no expiration date.
- The securities are directly held by ProQuest Investments IV, L.P. and indirectly held by ProQuest Associates IV, LLC, the General Partner of ProQuest Investments IV, L.P. The individual managing members of ProQuest Associates IV, LLC are Jay Moorin and Alain Schreiber, M.D., and may be deemed to have shared voting, investment and dispositive power with respect to these shares. Each individual managing member disclaims beneficial ownership of these shares, except to the extent of their pecuniary interest in such shares.
- The warrants were set to expire on the earlier of: (a) October 15, 2015, (b) the latter of (i) 30 days after delivery to the warrant holder of the interim study report of a specified clinical trial by the Issuer or (ii) 30 days after notice to the warrant holder of the commencement of patient recruitment for specified studies or trials by the Issuer, (c) a liquidation event of the Issuer or (d) the closing of the Issuer's initial public offering.
- Immediately prior to the closing of the Issuer's initial public offering, the reporting person exercised a warrant to purchase 305,810 shares of the Issuer's Series C preferred stock for $8.175 per share, which then immediately converted into 305,810 shares of the Issuer's common stock. The reporting person paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 208,334 shares of the Issuer's common stock to pay the exercise price and issuing to the reporting person the remaining 97,476 shares of common stock.
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