0000899243-18-002318.txt : 20180130
0000899243-18-002318.hdr.sgml : 20180130
20180130184105
ACCESSION NUMBER: 0000899243-18-002318
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180130
FILED AS OF DATE: 20180130
DATE AS OF CHANGE: 20180130
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ORBIMED ADVISORS LLC
CENTRAL INDEX KEY: 0001055951
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38359
FILM NUMBER: 18560491
BUSINESS ADDRESS:
STREET 1: 601 LEXINGTON AVENUE
STREET 2: 54TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: (212) 739-6400
MAIL ADDRESS:
STREET 1: 601 LEXINGTON AVENUE
STREET 2: 54TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: OrbiMed Capital GP VI LLC
CENTRAL INDEX KEY: 0001682115
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38359
FILM NUMBER: 18560490
BUSINESS ADDRESS:
STREET 1: 601 LEXINGTON AVENUE, 54TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-739-6400
MAIL ADDRESS:
STREET 1: 601 LEXINGTON AVENUE, 54TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: resTORbio, Inc.
CENTRAL INDEX KEY: 0001720580
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 813305277
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 501 BOYLSTON STREET
STREET 2: SUITE 6102
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617-482-2333
MAIL ADDRESS:
STREET 1: 501 BOYLSTON STREET
STREET 2: SUITE 6102
CITY: BOSTON
STATE: MA
ZIP: 02116
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2018-01-30
0
0001720580
resTORbio, Inc.
TORC
0001055951
ORBIMED ADVISORS LLC
601 LEXINGTON AVENUE (AT 53RD STREET)
54TH FLOOR
NEW YORK
NY
10022-4629
1
0
1
0
0001682115
OrbiMed Capital GP VI LLC
601 LEXINGTON AVENUE (AT 53RD STREET)
54TH FLOOR
NEW YORK
NY
10022-4629
1
0
1
0
Common Stock
2018-01-30
4
C
0
2425485
A
2425485
I
See Footnotes
Common Stock
2018-01-30
4
C
0
1871569
A
4297054
I
See Footnotes
Common Stock
2018-01-30
4
P
0
533333
15.00
A
4830387
I
See Footnotes
Series A Preferred Stock
2018-01-30
4
C
0
2425482
0.00
D
Common Stock
2425485
0
I
See Footnotes
Series B Preferred Stock
2018-01-30
4
C
0
1871569
0.00
D
Common Stock
1871569
0
I
See Footnotes
Represents the total number of shares of Common Stock received by the Reporting Person upon conversion of the Issuer's Series A Preferred Stock in connection with the closing of the Issuer's initial public offering.
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"), a registered adviser under the Investment Advisors Act of 1940, as amended, is the sole 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 securities held by OPI VI noted above and as a result may be deemed to beneficially own such securities for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act").
This report on Form 4 is 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 Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. The Reporting Persons have designated a representative, Jonathan T. Silverstein, a member of Advisors, to serve on the Company's board of directors. This report shall not be deemed an admission that any of the reporting persons is a beneficial owner of such securities for the purposes of Section 16 of the Exchange Act, or for any other purposes.
Represents the total number of shares of Common Stock received by the Reporting Person upon conversion of the Issuer's Series B Preferred Stock in connection with the closing of the Issuer's initial public offering.
All series of Convertible Preferred Stock automatically converted into the Issuer's Common Stock on a 1.2804-for-1 basis on January 30, 2018 and had no expiration date.
/s/ Jonathan Silverstein
2018-01-30