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Filing Details

Accession Number:: 0001209191-20-061962
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-12-07 17:06:40
Reporting Period:: 2020-12-04

Accepted Time:: 2020-12-07 17:06:40
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1505512	Regulus Therapeutics Inc.	RGLS	Pharmaceutical Preparations (2834)	264738379

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1694560	New Enterprise Associates 16, L.p.	1954 Greenspring Drive Suite 600 Timonium MD 21093	No	No	Yes	No
1706444	Growth Equity Opportunities V, Llc	1954 Greenspring Drive Suite 600 Timonium MD 21093	No	No	Yes	No
1712881	Nea Partners 16, L.p.	1954 Greenspring Drive Suite 600 Timonium MD 21093	No	No	Yes	No
1712882	Nea 16 Gp, Llc	1954 Greenspring Drive Suite 600 Timonium MD 21093	No	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	2020-12-04	4,398,602	$0.62	6,451,056	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Common Stock Purchase Warrant (right to buy)	Acquisiton	2020-12-04	5,239,254	$0.13	5,239,254	$0.75
Common Stock	Class A-3 Convertible Preferred Stock	Acquisiton	2020-12-04	258,707	$6.22	2,587,070	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
5,239,254	2020-12-04	2025-12-04	No	4	P	Direct
258,707	2020-12-04		No	4	P	Direct

Footnotes

Acquired from the Issuer pursuant to a Securities Purchase Agreement dated December 1, 2020 with a closing date of December 4, 2020.
The securities are directly held by Growth Equity Opportunities Fund V, LLC ("GEO V") and indirectly held by New Enterprise Associates 16, L.P. ("NEA 16"), the sole member of GEO V, NEA Partners 16, L.P. ("NEA Partners"), thesole general partner of NEA 16, NEA 16 GP, LLC ("NEA 16 GP"), the sole general partner of NEA Partners 16, and the individual managers of NEA 16 GP (NEA 16, NEA Partners 16, NEA 16 GP and the individual managers of NEA 16 GP, together, the "Indirect Reporting Persons"). The individual managers of NEA 16 GP are Forest Baskett, Ali Behbahani, Carmen Chang, Anthony A. Florence, Jr., Mohamad Makhzoumi, Josh Makower, Scott D. Sandell, Peter W. Sonsini and PaulWalker. The Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities of the Issuer held by GEO V inwhich the Indirect Reporting Persons have no pecuinary interest.
Each share of Class A-3 Convertible Preferred Stock, par value $0.001 per share ("Class A-3 Preferred Stock"), of the Issuer is convertible at any time into a number of shares of common stock, par value $0.001 ("Common Stock"), ofthe Issuer at a rate of 10 shares of Common Stock for each share of Class A-3 Preferred Stock, for no additional consideration, in each case subject to customary adjustments under the certificate of designations for the Class A-3 Preferred Stock (the "Certificate of Designations"). Unless converted pursuant to its terms, the Class A-3 Preferred Stock does not expire. The Certificate of Designations prohibits conversion to the extent that the holder, together with its affiliates, would beneficially own in excess of 9.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion.