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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Flagship Ventures Fund 2007, L.P. ONE MEMORIAL DRIVE, 7TH FLOOR CAMBRIDGE, MA 02142 |
X | |||
AFEYAN NOUBAR ONE MEMORIAL DRIVE, 7TH FLOOR CAMBRIDGE, MA 02142 |
X | |||
KANIA EDWIN M JR ONE MEMORIAL DRIVE, 7TH FLOOR CAMBRIDGE, MA 02142 |
X | |||
Flagship Ventures 2007 General Partner LLC ONE MEMORIAL DRIVE, 7TH FLOOR CAMBRIDGE, MA 02142 |
X |
FLAGSHIP VENTURES FUND 2007, L.P., By: Flagship Ventures 2007 General Partner, LLC, its general partner, By: /s/ Noubar B. Afeyan, Ph. D., Name: Noubar B. Afeyan, Ph. D., Title: Manager | 06/25/2014 | |
**Signature of Reporting Person | Date | |
FLAGSHIP VENTURES 2007 GENERAL PARTNER LLC, By: /s/ Noubar B. Afeyan, Ph. D, Name: Noubar B. Afeyan, Ph. D., Title: Manager | 06/25/2014 | |
**Signature of Reporting Person | Date | |
/s/ Noubar B. Afeyan, Ph. D. | 06/25/2014 | |
**Signature of Reporting Person | Date | |
/s/ Edwin M. Kania, Jr. | 06/25/2014 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Effective June 23, 2014, Flagship Ventures Fund 2007, L.P. ("Flagship 2007"), the direct holder of the shares reported herein, distributed in-kind, and without consideration, a total of 1,930,369 shares of the Issuer's common stock to Flagship 2007's general and limited partners. |
(2) | These shares are held by Flagship 2007. Flagship Ventures 2007 General Partner, LLC ("Flagship 2007 LLC") is the sole general partner of Flagship 2007. Noubar B. Afeyan, Ph.D. and Edwin M. Kania, Jr. are the managers of Flagship 2007 LLC and, as such, may be deemed to share voting and investment power with respect to all shares held by Flagship 2007. Each of the filing persons disclaims beneficial ownership of these shares except to the extent of his or its pecuniary interest therein. |