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Filing Details

Accession Number:: 0001209191-19-039126
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-06-26 16:54:37
Reporting Period:: 2019-06-24

Accepted Time:: 2019-06-26 16:54:37
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1714798	Prevail Therapeutics Inc.	PRVL	()	DE

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1055951	Orbimed Advisors Llc	601 Lexington Avenue 54Th Floor New York NY 10022		Yes	No	Yes	No
1682115	Orbimed Capital Gp Vi Llc	C/O Orbimed Advisors 601 Lexington Avenue, 54Th Floor New York NY 10022		Yes	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2019-06-24	10,510,111	$0.00	12,940,111	No	4	C	Indirect	See Footnotes
Common Stock	Acquisiton	2019-06-24	882,352	$17.00	13,822,463	No	4	P	Indirect	See Footnotes

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

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Series Seed Preferred Stock	Disposition	2019-06-24	6,399,000	$0.00	6,399,000	$0.00
Common Stock	Series A Preferred Stock	Disposition	2019-06-24	3,099,612	$0.00	3,099,612	$0.00
Common Stock	Series B Preferred Stock	Disposition	2019-06-24	1,011,499	$0.00	1,011,499	$0.00

Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect

Footnotes

Each share of the Series Seed Preferred Stock, the Series A Preferred Stock and the Series B Preferred Stock automatically converted into the same number of shares of the Company's Common Stock upon the closing of the Issuer's initial public offering. The Series Seed Preferred Stock, the Series A Preferred Stock and the Series B Preferred Stock have no expiration date.
These securities are held of record by OrbiMed Private Investments VI, LP ("OPI VI"). OrbiMed Capital GP VI LLC ("GP VI") is the sole general partner of OPI VI, and OrbiMed Advisors LLC ("Advisors") is the managing member of GP VI. By virtue of such relationships, GP VI and Advisors may be deemed to have voting and investment power with respect to the shares held by OPI VI and as a result may be deemed to have beneficial ownership of such shares. Advisors exercises investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho and Jonathan T. Silverstein.
This report is being jointly filed by GP VI and Advisors. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1 (a) under the Securities Exchange At of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons are a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose. The Reporting Persons have designated representatives, currently Carl L. Gordon ("Gordon"), a member of Advisors, and Peter Thompson ("Thompson"), to serve on the Issuer's board of directors. This report shall not be deemed an admission that any of the Reporting Persons, Gordon or Thompson is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.