0001209191-14-009865.txt : 20140212 0001209191-14-009865.hdr.sgml : 20140212 20140212182159 ACCESSION NUMBER: 0001209191-14-009865 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140212 FILED AS OF DATE: 20140212 DATE AS OF CHANGE: 20140212 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ARGOS THERAPEUTICS INC CENTRAL INDEX KEY: 0001105533 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 562110007 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4233 TECHNOLOGY DR CITY: DURHAM STATE: NC ZIP: 27704 BUSINESS PHONE: 9192876300 MAIL ADDRESS: STREET 1: 4233 TECHNOLOGY DR CITY: DURHAM STATE: NC ZIP: 27704 FORMER COMPANY: FORMER CONFORMED NAME: MERIX BIOSCIENCE INC DATE OF NAME CHANGE: 20000207 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Underdown Brian J. CENTRAL INDEX KEY: 0001526335 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35443 FILM NUMBER: 14602000 MAIL ADDRESS: STREET 1: C/O LUMIRA CAPITAL INVESTMENT MANAGEMENT STREET 2: 141 ADELAIDE ST. WEST, SUITE 770 CITY: TORONTO ONTARIO CANADA M5H 3L5 STATE: A6 ZIP: 00000 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2014-02-12 0 0001105533 ARGOS THERAPEUTICS INC ARGS 0001526335 Underdown Brian J. C/O LUMIRA CAPITAL INVESTMENT MANAGEMENT INC. 141 ADELAIDE STREET WEST, SUITE 770 TORONTO A6 M5H 3L5 ONTARIO, CANADA 1 0 1 0 Common Stock 2014-02-12 4 C 0 13131 A 13131 I See footnote Common Stock 2014-02-12 4 C 0 43185 A 56316 I See footnotes Common Stock 2014-02-12 4 C 0 582769 A 639085 I See footnotes Common Stock 2014-02-12 4 C 0 569990 A 1209075 I See footnotes Common Stock 2014-02-12 4 P 0 40497 8.00 A 1249572 I See footnotes Series B Preferred Stock 2014-02-12 4 C 0 13131 0.00 D Common Stock 13131 0 I See footnotes Series C Preferred Stock 2014-02-12 4 C 0 43185 0.00 D Common Stock 43185 0 I See footnotes Series D Preferred Stock 2014-02-12 4 C 0 582769 0.00 D Common Stock 582769 0 I See footnotes Series E Preferred Stock 2014-02-12 4 C 0 569990 0.00 D Common Stock 569990 0 I See footnotes Each share of Series B Preferred Stock converted into 0.013 shares of common stock upon the closing of the Issuer's initial public offering of common stock for no additional consideration. The Series B Preferred Stock has no expiration date. Each share of Series C Preferred Stock converted into 0.0074 shares of common stock upon the closing of the Issuer's initial public offering of common stock for no additional consideration. The Series C Preferred Stock has no expiration date. Each share of Series D Preferred Stock converted into 0.1667 shares of common stock upon the closing of the Issuer's initial public offering of common stock for no additional consideration. The Series D Preferred Stock has no expiration date. Each share of Series E Preferred Stock converted into 0.1667 shares of common stock upon the closing of the Issuer's initial public offering of common stock for no additional consideration. The Series E Preferred Stock has no expiration date. Represents shares held of record by LCC Legacy Holdings Inc. Consists of (i) 31,939 shares held by Lumira Capital I Limited Partnership and (ii) 11,246 shares held by Lumira Capital I Quebec Limited Partnership. Consists of (i) 60,973 shares held by LCC Legacy Holdings Inc.; (ii) 385,808 shares held by Lumira Capital I Limited Partnership; and (iii) 135,988 shares held by Lumira Capital I Quebec Limited Partnership. Consists of (i) 60,980 shares held by LCC Legacy Holdings Inc.; (ii) 376,392 shares held by Lumira Capital I Limited Partnership; and (iii) 132,618 shares held by Lumira Capital I Quebec Limited Partnership. Consists of (i) 4,149 shares purchased by LCC Legacy Holdings Inc.; (ii) 26,877 shares purchased by Lumira Capital I Limited Partnership; and (iii) 9,471 shares purchased by Lumira Capital I Quebec Limited Partnership. Lumira Capital I Limited Partnership, or CI, and Lumira Capital I Quebec Limited Partnership, or CQ, are investment funds, or Lumira Funds, LCC Legacy Holdings Inc., or LCC, and its wholly-owned subsidiaries provide investment management services to the Lumira Funds. In the case of CQ: Lumira Capital I (QGP) Inc., which is the general partner of CQ and a wholly-owned subsidiary of LCC, has voting and investment power over the shares held by CQ. Such investment and voting power is exercised, based on the recommendations of the investment committee of Lumira Capital Investment Management Inc., whose members currently consist of Gerald Brunk, Daniel Hetu, Benjamin Rovinkski, Peter van der Velden and the Reporting Person, and by the board of directors of Lumira Capital I (QGP) Inc., being: Vasco Larcina; Peter van der Velden. (Continued from Footnote 10) None of the foregoing persons has individual voting or investment power with respect to such shares and each, including the Reporting Person, disclaims beneficial ownership of such shares except to the extent of such person's pecuniary interest therein. In the case of CI: LCC, acting as the Manager, has voting and investment power over the securities held by CI, which is exercised by the investment committee of Lumira Capital Investment Management Inc. (members listed above). In the case of LCC: voting and investment power over the securities held by LCC is exercised by the LCC board of directors (members listed below). The LCC board of directors is currently composed of the following persons, none of whom has individual voting or investment power with respect to the shares held by Funds or LCC, and each of whom disclaims beneficial ownership of such shares except to the extent of such person's interest therein: (Continued from Footnote 11) Peter van der Velden, Glen Ibbott, James Oborne and R. Anthony Pullen. The Reporting Person is a Managing Director of Lumira Capital Investment Management Inc. and a member of its investment committee. The Reporting Person disclaims beneficial ownership of all of the shares held by Lumira Funds and LCC except to the extent of his pecuniary interest therein. /s/ Brian J. Underdown 2014-02-12