0001179110-15-016634.txt : 20151221 0001179110-15-016634.hdr.sgml : 20151221 20151221212558 ACCESSION NUMBER: 0001179110-15-016634 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150724 FILED AS OF DATE: 20151221 DATE AS OF CHANGE: 20151221 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SUNESIS PHARMACEUTICALS INC CENTRAL INDEX KEY: 0001061027 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 943295878 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 395 OYSTER POINT BOULEVARD STREET 2: SUITE 400 CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 650-266-3500 MAIL ADDRESS: STREET 1: 395 OYSTER POINT BOULEVARD STREET 2: SUITE 400 CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 FORMER COMPANY: FORMER CONFORMED NAME: MOSAIC PHARMACEUTICALS INC DATE OF NAME CHANGE: 19980709 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Misfeldt Dayton CENTRAL INDEX KEY: 0001461466 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51531 FILM NUMBER: 151300637 MAIL ADDRESS: STREET 1: C/O BAY CITY CAPITAL LLC STREET 2: 750 BATTERY STREET, SUITE 400 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 4 1 edgar.xml FORM 4 - X0306 4 2015-07-24 0 0001061027 SUNESIS PHARMACEUTICALS INC SNSS 0001461466 Misfeldt Dayton C/O BAY CITY CAPITAL LLC 750 BATTERY STREET, SUITE 400 SAN FRANCISCO CA 94111 1 0 0 0 Common Stock 2015-07-24 4 X 0 1089788 1.32 A 5596088 I See footnotes. Common Stock 2015-07-24 4 S 0 415877 3.46 D 5180211 I See footnotes. Common Stock 2015-07-24 4 X 0 544893 1.32 A 5725104 I See footnotes. Common Stock 2015-07-24 4 S 0 207938 3.46 D 5517166 I See footnotes. Common Stock 2015-07-24 4 X 0 20766 1.32 A 106638 I See footnotes. Common Stock 2015-07-24 4 S 0 7925 3.46 D 98713 I See footnotes. Common Stock 2015-07-24 4 X 0 10383 1.32 A 109096 I See footnotes. Common Stock 2015-07-24 4 S 0 3962 3.64 D 105134 I See footnotes Common Stock 1515 I See footnote. Warrant (right to buy) 1.32 2015-07-24 4 X 0 1089788 0 A 2009-04-03 2016-04-03 Common Stock 1089788 0 I See footnotes. Warrant (right to buy) 1.32 2015-07-24 4 X 0 544893 0 A 2009-10-03 2016-10-03 Common Stock 544983 0 I See footnotes. Warrant (right to buy) 1.32 2015-07-24 4 X 0 20766 0 A 2009-04-03 2016-04-03 Common Stock 20766 0 I See footnotes. Warrant (right to buy) 1.32 2015-07-24 4 X 0 10383 0 A 2009-10-03 2016-10-03 Common Stock 1083 0 I See footnotes. The reporting person is a Managing Director of Bay City Capital LLC, a Delaware limited liability company ("BCC"). BCC is the manager of Bay City Capital Management V LLC, a Delaware limited liability company ("Management V"). Management V is the general partner of Bay City Capital Fund V, L.P., a Delaware limited partnership ("Fund V") and Bay City Capital Fund V Co-Investment Fund, L.P., a Delaware limited partnership ("Co-Investment V") and has sole voting and dispositive power with respect to the securities held by Fund V and Co-Investment V. BCC, the manager of Management V, is also an advisor to Fund V and Co-Investment V and has sole voting and dispositive power with respect to the securities held. Mr. Misfeldt, BCC and Management V disclaim beneficial ownership with respect to the securities reported in this Form 4, except to the extent of their pecuniary interest therein. These securities are held by Fund V. On July 27, 2015, Fund V exercised a warrant to purchase 1,089,788 shares of the Issuer's common stock for $1.32 a share. Fund V paid the exercise price on a cashless basis resulting in Issuer withholding 415,877 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 673,911 shares. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.32 to $3.58 inclusive. Upon request, the reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission, full information regarding the shares sold at each separate price within the ranges set forth in footnote four (4) of this Form 4. On July 27, 2015, Fund V exercised a warrant to purchase 544,893 shares of the Issuer's common stock for $1.32 a share. Fund V paid the exercise price on a cashless basis resulting in Issuer withholding 207,938 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 336,955 shares. These securities are held by Co-Investment V. On July 27, 2015, Co-Investment V exercised a warrant to purchase 20,766 shares of the Issuer's common stock for $1.32 a share. Fund V paid the exercise price on a cashless basis resulting in Issuer withholding 7,925 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 12,841 shares. On July 27, 2015, Co-Investment V exercised a warrant to purchase 10,383 shares of the Issuer's common stock for $1.32 a share. Fund V paid the exercise price on a cashless basis resulting in Issuer withholding 3,962 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 6,421 shares. These securities are held by BCC. /s/ Dayton Misfeldt 2015-12-21