Filing Details
- Accession Number:
- 0001209191-14-053575
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2014-08-19 19:35:32
- Reporting Period:
- 2014-08-18
- Filing Date:
- 2014-08-19
- Accepted Time:
- 2014-08-19 19:35:32
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1493566 | Otonomy Inc. | OTIC | Pharmaceutical Preparations (2834) | 262590070 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1240120 | P John Mckearn | C/O Rivervest Venture Partners 7733 Forsyth Boulevard, Suite 1650 St. Louis MO 63105 | Yes | No | No | 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 | 2014-08-18 | 778,052 | $0.00 | 778,052 | No | 4 | C | Indirect | See footnotes |
| Common Stock | Acquisiton | 2014-08-18 | 35,785 | $8.79 | 813,837 | No | 4 | X | Indirect | See footnotes |
| Common Stock | Disposition | 2014-08-18 | 19,660 | $8.79 | 794,177 | No | 4 | S | Indirect | See footnotes |
| Common Stock | Acquisiton | 2014-08-18 | 211,331 | $0.00 | 211,331 | No | 4 | C | Indirect | See footnotes |
| Common Stock | Acquisiton | 2014-08-18 | 9,720 | $8.79 | 221,051 | No | 4 | X | Indirect | See footnotes |
| Common Stock | Disposition | 2014-08-18 | 5,340 | $8.79 | 215,711 | No | 4 | S | Indirect | See footnotes |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Indirect | See footnotes |
| No | 4 | X | Indirect | See footnotes |
| No | 4 | S | Indirect | See footnotes |
| No | 4 | C | Indirect | See footnotes |
| No | 4 | X | Indirect | See footnotes |
| No | 4 | S | Indirect | See footnotes |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Series B Preferred Stock | Disposition | 2014-08-18 | 155,609 | $0.00 | 155,609 | $0.00 |
| Common Stock | Series C Preferred Stock | Disposition | 2014-08-18 | 481,342 | $0.00 | 481,342 | $0.00 |
| Common Stock | Series D Preferred Stock | Disposition | 2014-08-18 | 141,101 | $0.00 | 141,101 | $0.00 |
| Series C Preferred Stock | Series C Preferred Stock Warrant (right to buy) | Disposition | 2014-08-18 | 19,085 | $0.00 | 19,085 | $8.79 |
| Common Stock | Common Stock Warrant (right to buy) | Acquisiton | 2014-08-18 | 19,085 | $0.00 | 19,085 | $8.79 |
| Common Stock | Common Stock Warrant (right to buy) | Disposition | 2014-08-18 | 19,085 | $0.00 | 19,085 | $8.79 |
| Series C Preferred Stock | Series C Preferred Stock Warrant (right to buy) | Disposition | 2014-08-18 | 16,700 | $0.00 | 16,700 | $8.79 |
| Common Stock | Common Stock Warrant (right to buy) | Acquisiton | 2014-08-18 | 16,700 | $0.00 | 16,700 | $8.79 |
| Common Stock | Common Stock Warrant (right to buy) | Disposition | 2014-08-18 | 16,700 | $0.00 | 16,700 | $8.79 |
| Common Stock | Series B Preferred Stock | Disposition | 2014-08-18 | 42,265 | $0.00 | 42,265 | $0.00 |
| Common Stock | Series C Preferred Stock | Disposition | 2014-08-18 | 130,741 | $0.00 | 130,741 | $0.00 |
| Common Stock | Series D Preferred Stock | Disposition | 2014-08-18 | 38,325 | $0.00 | 38,325 | $0.00 |
| Series C Preferred Stock | Series C Preferred Stock Warrant (right to buy) | Disposition | 2014-08-18 | 5,184 | $0.00 | 5,184 | $8.79 |
| Common Stock | Common Stock Warrant (right to buy) | Acquisiton | 2014-08-18 | 5,184 | $0.00 | 5,184 | $8.79 |
| Common Stock | Common Stock Warrant (right to buy) | Disposition | 2014-08-18 | 5,184 | $0.00 | 5,184 | $8.79 |
| Series C Preferred Stock | Series C Preferred Stock Warrant (right to buy) | Disposition | 2014-08-18 | 4,536 | $0.00 | 4,536 | $8.79 |
| Common Stock | Common Stock Warrant (right to buy) | Acquisiton | 2014-08-18 | 4,536 | $0.00 | 4,536 | $8.79 |
| Common Stock | Common Stock Warrant (right to buy) | Disposition | 2014-08-18 | 4,536 | $0.00 | 4,536 | $8.79 |
| 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 | ||
| 0 | No | 4 | C | Indirect | ||
| 0 | 2014-08-18 | No | 4 | C | Indirect | |
| 19,085 | 2014-08-18 | No | 4 | C | Indirect | |
| 0 | 2014-08-18 | No | 4 | X | Indirect | |
| 0 | 2014-08-18 | No | 4 | C | Indirect | |
| 16,700 | 2014-08-18 | No | 4 | C | Indirect | |
| 0 | 2014-08-18 | No | 4 | X | Indirect | |
| 0 | No | 4 | C | Indirect | ||
| 0 | No | 4 | C | Indirect | ||
| 0 | No | 4 | C | Indirect | ||
| 0 | 2014-08-18 | No | 4 | C | Indirect | |
| 5,184 | 2014-08-18 | No | 4 | C | Indirect | |
| 0 | 2014-08-18 | No | 4 | X | Indirect | |
| 0 | 2014-08-18 | No | 4 | C | Indirect | |
| 4,536 | 2014-08-18 | No | 4 | C | Indirect | |
| 0 | 2014-08-18 | No | 4 | X | Indirect |
Footnotes
- Each of the Series B Convertible Preferred Stock, the Series C Convertible Preferred Stock and the Series D Convertible Preferred Stock automatically converted into Common Stock, for no additional consideration, on a one-for-one basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and had no expiration date.
- The securities are held of record by RiverVest Venture Fund II, L.P.
- The securities are held of record by RiverVest Venture Fund II (Ohio), L.P.
- The Reporting Person is an authorized person of RiverVest Venture Partners II, LLC, the general partner of RiverVest Venture Partners II, L.P. RiverVest Venture Partners II, L.P. is the sole member of RiverVest Venture Partners II (Ohio), LLC, the general partner of RiverVest Venture Fund II (Ohio), L.P. RiverVest Venture Partners II, L.P. is also the general partner of RiverVest Venture Fund II, L.P. As an authorized person of RiverVest Venture Partners II, LLC, the Reporting Person may be deemed to share dispositive voting and investment power with respect to the shares held by these entities. The Reporting Person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- The warrants are immediately exercisable.
- The Series C Preferred Stock Warrants automatically converted into Common Stock Warrants on a one to one basis immediately prior to the completion of the Issuer's initial public offering of common stock.
- RiverVest Venture Fund II, L.P. exercised the warrants to purchase 35,785 shares of the Issuer's Common Stock for $8.79 per share immediately prior to the completion of the Issuer's initial public offering of common stock. RiverVest Venture Fund II, L.P. paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 19,660 of the warrant shares to pay the exercise price and issuing to RiverVest Venture Fund II, L.P. the remaining 16,125 shares. The shares issued pursuant to such exercise remain subject to a 180-day lock-up restriction.
- RiverVest Venture Fund II (Ohio), L.P. exercised the warrants to purchase 9,720 shares of the Issuer's Common Stock for $8.79 per share immediately prior to the completion of the Issuer's initial public offering of common stock. RiverVest Venture Fund II (Ohio), L.P. paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 5,340 of the warrant shares to pay the exercise price and issuing to RiverVest Venture Fund II (Ohio), L.P. the remaining 4,380 shares. The shares issued pursuant to such exercise remain subject to a 180-day lock-up restriction.
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