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Filing Details

Accession Number:: 0001638599-21-000734
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-10-01 16:58:05
Reporting Period:: 2021-09-29

Accepted Time:: 2021-10-01 16:58:05
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1468748	Kodiak Sciences Inc.	KOD	()	4

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1087939	Julian Baker	860 Washington Street, 3Rd Floor New York NY 10014	Yes	No	Yes	No
1087940	Felix Baker	860 Washington Street 3Rd Floor New York NY 10014	Yes	No	Yes	No
1263508	Baker Bros. Advisors Lp	860 Washington Street 3Rd Floor New York NY 10014	Yes	No	Yes	No
1363364	Baker Brothers Life Sciences Lp	860 Washington Street 3Rd Floor New York NY 10014	Yes	No	Yes	No
1551139	667, L.p.	860 Washington Street, 3Rd Floor New York NY 10014	Yes	No	Yes	No
1580575	Baker Bros. Advisors (Gp) Llc	860 Washington Street 3Rd Floor New York NY 10014	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	2021-09-29	11,184	$0.01	1,154,580	No	4	M	Indirect	See Footnotes
Common Stock	Disposition	2021-09-29	2	$102.00	1,154,578	No	4	F	Indirect	See Footnotes
Common Stock	Acquisiton	2021-09-29	138,815	$0.01	13,439,808	No	4	M	Indirect	See Footnotes
Common Stock	Disposition	2021-09-29	14	$102.00	13,439,794	No	4	F	Indirect	See Footnotes
Common Stock	Acquisiton	2021-09-30	86,932	$95.83	13,526,726	No	4	P	Indirect	See Footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	M	Indirect	See Footnotes
No	4	F	Indirect	See Footnotes
No	4	M	Indirect	See Footnotes
No	4	F	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	Common Stock Warrant (right to buy)	Disposition	2021-09-29	11,184	$0.00	11,184	$0.01
Common Stock	Common Stock Warrant (right to buy)	Disposition	2021-09-29	138,815	$0.00	138,815	$0.01

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0		2022-08-11	No	4	M	Indirect
0		2022-08-11	No	4	M	Indirect

Footnotes

After giving effect to the transactions reported herein and as a result of their ownership interest in (i) Baker Biotech Capital, L.P. and (ii) 667, L.P. ("667"), Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in common stock ("Common Stock") of Kodiak Sciences Inc. (the "Issuer") reported in column 5 of Table I directly held by 667, a limited partnership of which the sole general partner is Baker Biotech Capital, L.P., a limited partnership of which the sole general partner is Baker Biotech Capital (GP), LLC, due to their interest in 667 and Baker Biotech Capital, L.P.'s right to receive an allocation of a portion of the profits from 667.
On September 29, 2021, 667 and Baker Brothers Life Sciences, L.P. ("Life Sciences", and together with 667, the "Funds") exercised warrants to purchase 11,184 and 138,815 shares of Common Stock of the Issuer, respectively, for $0.01 per share ("Prefunded Warrants"). 667 and Life Sciences paid the exercise price on a cashless basis, resulting in the Issuer withholding 2 and 14 shares of Common Stock for 667 and Life Sciences, respectively, of the Prefunded Warrant shares to pay the exercise price and issuing to 667 and Life Sciences the remaining 11,182 and 138,801 shares of Common Stock, respectively. The Issuer also paid $4.50 and $1.95 to 667 and Life Sciences, respectively, in cash in lieu of fractional shares. The Issuer's Board of Directors approved the exercise of the Prefunded Warrants by 667 and Life Sciences on the cashless basis described in this footnote in advance of such exercise.
After giving effect to the transactions reported herein and as a result of their ownership interest in (i) Baker Brothers Life Sciences Capital L.P. and (ii) Life Sciences, Felix J. Baker and Julian C. Baker may be deemed to have an indirect pecuniary interest in Common Stock reported in column 5 of Table I directly held by Life Sciences, a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital, L.P., a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital (GP), LLC, due to their interest in Life Sciences and Baker Brothers Life Sciences Capital, L.P.'s right to receive an allocation of a portion of the profits from Life Sciences.
Baker Bros. Advisors LP (the "Adviser") serves as the investment adviser to the Funds. In connection with the services provided by the Adviser, the Adviser receives an asset-based management fee that does not confer any pecuniary interest in the securities held by the Funds. Baker Bros. Advisors (GP) LLC (the "Adviser GP") is the Adviser's sole general partner. Julian C. Baker and Felix J. Baker are managing members of the Adviser GP. The Adviser has complete and unlimited discretion and authority with respect to the investment and voting power of the securities held by the Funds. The general partners of the Funds relinquished to the Adviser all discretion and authority with respect to the investment and voting power of the securities held by the Funds.
Julian C. Baker, Felix J. Baker, the Adviser GP and the Adviser disclaim beneficial ownership of the securities held directly by the Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of Julian C. Baker, Felix J. Baker, the Adviser GP or the Adviser is a beneficial owner of such securities for purposes of Section 16 or any other purpose.
Represents Prefunded Warrants exercisable at any time, at the holder's election, on a 1-for-1 basis into Common Stock. The Prefunded Warrants had an expiration date of August 11, 2022.
Pursuant to Instruction 4(c)(iii), this response has been left blank.
As a result of their ownership interest in (i) Baker Biotech Capital, L.P. and (ii) 667, Julian C. Baker and Felix J. Baker each may have been deemed to have had an indirect pecuniary interest in Prefunded Warrants reported in column 7 of Table II that were directly held by 667, a limited partnership of which the sole general partner is Baker Biotech Capital, L.P., a limited partnership of which the sole general partner is Baker Biotech Capital (GP), LLC, due to their interest in 667 and Baker Biotech Capital, L.P.'s right to receive an allocation of a portion of the profits from 667.
As a result of their ownership interest in (i) Baker Brothers Life Sciences Capital L.P. and (ii) Life Sciences, Felix J. Baker and Julian C. Baker may have been deemed to have had an indirect pecuniary interest in Prefunded Warrants reported in column 7 of Table II that were directly held by Life Sciences, a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital, L.P., a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital (GP), LLC, due to their interest in Life Sciences and Baker Brothers Life Sciences Capital, L.P.'s right to receive an allocation of a portion of the profits from Life Sciences.
The price reported in Column 4 is a weighted average price. These shares were traded by Life Sciences in multiple transactions at prices ranging from $95.15 to $95.98, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission (the "Staff"), upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.