Filing Details
- Accession Number:
- 0000903423-18-000527
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2018-10-02 16:46:58
- Reporting Period:
- 2018-09-28
- Accepted Time:
- 2018-10-02 16:46:58
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1724344 | Entasis Therapeutics Holdings Inc. | ETTX | () | 4 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
860866 | David Bonderman | C/O Tpg Global, Llc, 301 Commerce Street, Suite 3300 Fort Worth TX 76102 | No | No | Yes | Yes | |
1099776 | G James Coulter | C/O Tpg Global, Llc, 301 Commerce Street, Suite 3300 Fort Worth TX 76102 | No | No | Yes | Yes | |
1495741 | Tpg Group Holdings (Sbs) Advisors, Inc. | C/O Tpg Global, Llc, 301 Commerce Street, Suite 3300 Fort Worth TX 76102 | No | No | No | Yes |
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 | 2018-09-28 | 735,924 | $0.00 | 735,924 | No | 4 | C | Indirect | See Explanation of Responses |
Common Stock | Acquisiton | 2018-09-28 | 22,285 | $0.00 | 758,209 | No | 4 | J | Indirect | See Explanation of Responses |
Common Stock | Acquisiton | 2018-09-28 | 262,539 | $15.00 | 1,020,748 | No | 4 | P | Indirect | See Explanation of Responses |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | C | Indirect | See Explanation of Responses |
No | 4 | J | Indirect | See Explanation of Responses |
No | 4 | P | Indirect | See Explanation of Responses |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Stock | Series B-1 Preferred Stock | Disposition | 2018-09-28 | 15,254,237 | $0.00 | 735,924 | $0.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
0 | No | 4 | C | Indirect |
Footnotes
- David Bonderman and James G. Coulter are the sole shareholders of TPG Group Holdings (SBS) Advisors, Inc. (together with Messrs. Bonderman and Coulter, the "Reporting Persons"), which is the sole member of TPG Group Holdings (SBS) Advisors, LLC, which is the general partner of TPG Group Holdings (SBS), L.P., which is the sole member of TPG Holdings I-A, LLC, which is the general partner of TPG Holdings I, L.P., which is the sole member of TPG Biotech GenPar V Advisors, LLC, which is the general partner of TPG Biotechnology GenPar V, L.P., which is the general partner of TPG Biotech V ENT, L.P. ("TPG Biotech V"), which holds 1,020,748 shares of Common Stock, par value $0.001 per share ("Common Stock"), of Entasis Therapeutics Holdings Inc. (the "Issuer").
- On September 28, 2018, the shares of Series B-1 Preferred Stock of the Issuer (the "Series B-1 Preferred") held by TPG Biotech V automatically converted into 735,924 shares of Common Stock. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the shares of Series B-1 Preferred had been convertible, at the option of the holder, at any time into shares Common Stock at an initial conversion rate equal to one share of Common Stock per share of Series B-1 Preferred. The initial conversion rate was adjusted as a result of a 1-for-20.728 reverse stock split of the Issuer's Common Stock.
- On September 28, 2018, the Issuer paid to TPG Biotech V accrued but unpaid dividends on the Series B-1 Preferred in 22,285 shares of Common Stock.
- On September 28, 2018, TPG Biotech V acquired 262,539 shares of Common Stock at a price of $15.00 per share in connection with the Issuer's initial public offering.
- Because of the relationship between the Reporting Persons and TPG Biotech V, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of the greater of their respective direct or indirect pecuniary interests in the profits or capital accounts of TPG Biotech V. TPG Biotech V and each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of TPG Biotech V's or such Reporting Person's pecuniary interest therein, if any.
- Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.