FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 04/14/2015 |
3. Issuer Name and Ticker or Trading Symbol
Cidara Therapeutics, Inc. [ CDTX ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 703,092 | I | By Seachaid Pharmaceuticals, LLC.(1)(4)(5) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Convertible Preferred Stock | (2) | (2) | Common Stock | 351,518 | $0 | I | By Aisling Capital II, L.P.(3)(4)(5) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. Shares of common stock, par value $0.0001 per share (the "Common Shares") of Cidara Therapeutics, Inc. (the "Issuer") are held directly by Seachaid Pharmaceuticals, LLC. ("Seachaid"). |
2. Shares of preferred stock, par value $0.0001 per share (the "Preferred Shares") are convertible at any time, at the holder's election, and have no expiration date. Upon the consummation of the Issuer's initial public offering, the Preferred Shares will automatically convert into Common Shares on a 25.4-to-1 basis. |
3. The Preferred Shares are directly held by Aisling Capital II, LP ("Aisling"). |
4. The investment committee of Aisling holds sole voting and dispositive power over the Common Shares held by Seachaid and the Preferred Shares held by Aisling. Aisling is a majority-owner of Seachaid. Aisling Capital Partners LP ("Aisling GP") is the general partner of Aisling and Aisling Capital Partners LLC ("Aisling Partners") is the general partner of Aisling GP. The individual managing members (collectively, the "Managers") of Aisling Partners are Dennis Purcell, Dr. Andrew Schiff and Steve Elms. Aisling GP, Aisling Partners, and the Managers share voting and dispositive power over the shares directly held by Aisling and Seachaid. (Cont'd in FN5) |
5. (Cont'd from FN4) Each of the Reporting Persons disclaims beneficial ownership of the Common Shares and Preferred Shares, except to the extent of such person's pecuniary interest. Mr. Elms has filed a separate Form 3 with respect to his beneficial ownership of the Common Shares and Preferred Shares. Following the closing of the Issuer's initial public offering, the Reporting Persons will no longer own more than 10% of the Issuer's Common Shares. |
/s/ Aisling Capital II, LP, by /s/ Lloyd Appel | 04/14/2015 | |
/s/ Aisling Capital Partners, LLC, by /s/ Lloyd Appel | 04/14/2015 | |
/s/ Aisling Capital Partners, LP, by /s/ Lloyd Appel | 04/14/2015 | |
/s/ Andrew N. Schiff | 04/14/2015 | |
/s/ Dennis J. Purcell | 04/14/2015 | |
Seachaid Pharmaceuticals, LLC, by /s/ Lloyd Appel | 04/14/2015 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |