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Filing Details

Accession Number:: 0001104659-15-013151
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2015-02-23 21:47:59
Reporting Period:: 2015-02-12

Filing Date:: 2015-02-23
Accepted Time:: 2015-02-23 21:47:59
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1600132	Bellerophon Therapeutics Inc.	BLPH	Pharmaceutical Preparations (2834)	473116175

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1219042	Robert Nelsen	8725 West Higgins Road, Suite 290 Chicago IL 60631		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	Disposition	2015-02-12	752,994	$0.00	0	No	4	D	Indirect	See footnote
Common Stock	Acquisiton	2015-02-12	752,994	$0.00	752,994	No	4	A	Indirect	See footnote
Common Stock	Acquisiton	2015-02-19	212,666	$12.00	965,660	No	4	P	Indirect	See footnotes

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

Footnotes

In connection with the Issuer's conversion from a limited liability company to a corporation, on February 12, 2015, pursuant to an Agreement and Plan of Merger among the Issuer, ARCH Venture Fund VI, L.P. ("ARCH"), IRDO Holding Corp., an affiliate of ARCH ("IRDO"), and certain other entities affiliated with certain other of the Issuer's principal stockholders, IRDO merged with and into the Issuer and the shares of Common Stock held by IRDO immediately prior to the merger were cancelled. In exchange therefor, ARCH received, for no additional consideration, a number of shares of Common Stock equal to the number of shares of Common Stock held by IRDO immediately prior to the merger.
These shares are owned directly by ARCH. ARCH Venture Partners VI, L.P. (the "GPLP"), as the sole general partner of ARCH, may be deemed to beneficially own certain of the shares held by ARCH. The GPLP disclaims beneficial ownership of all shares held by ARCH in which the GPLP does not have an actual pecuniary interest. ARCH Venture Partners VI, LLC (the "GPLLC"), as the sole general partner of the GPLP, may be deemed to beneficially own certain of the shares held by ARCH. The GPLLC disclaims beneficial ownership of all shares held by ARCH in which it does not have an actual pecuniary interest.
The managing directors of the GPLLC, the Reporting Person, Keith Crandell and Clinton Bybee (together, the "Managing Directors"), are deemed to have voting and dispositive power over the shares held by ARCH, and may be deemed to beneficially own certain of the shares held by ARCH. The Managing Directors, including the Reporting Person, disclaim beneficial ownership of all shares held by ARCH in which they do not have an actual pecuniary interest.