0001104659-12-046286.txt : 20120627 0001104659-12-046286.hdr.sgml : 20120627 20120627164157 ACCESSION NUMBER: 0001104659-12-046286 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120627 FILED AS OF DATE: 20120627 DATE AS OF CHANGE: 20120627 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEIDENBERG BETH C CENTRAL INDEX KEY: 0001184592 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35587 FILM NUMBER: 12929986 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TESARO, Inc. CENTRAL INDEX KEY: 0001491576 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 272249687 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1000 WINTER STREET, SUITE 3300 CITY: WALTHAM STATE: MA ZIP: 02451 BUSINESS PHONE: (339) 970-0900 MAIL ADDRESS: STREET 1: 1000 WINTER STREET, SUITE 3300 CITY: WALTHAM STATE: MA ZIP: 02451 FORMER COMPANY: FORMER CONFORMED NAME: Tesaro, Inc. DATE OF NAME CHANGE: 20100510 3 1 a3.xml 3 X0205 3 2012-06-27 0 0001491576 TESARO, Inc. TSRO 0001184592 SEIDENBERG BETH C 2750 SAND HILL ROAD MENLO PARK CA 94025 1 0 0 0 Series B Preferred Stock Common Stock 1816748 I See Footnotes Series B Preferred Stock Common Stock 153695 I See Footnotes The reported securities are convertible at any time, in whole or in part, at the option of the holder, have no expiration date, and will convert into shares of common stock immediately prior to the closing of the Issuer's initial public offering. The shares are held directly by Kleiner Perkins Caufield & Byers XIV, LLC ("KPCB XIV"). The managing member of KPCB XIV is KPCB XIV Associates, LLC ("KPCB XIV Associates"), of which the Reporting Person is a member. The voting and dispositive control over the shares is shared by the managing members of KPCB XIV Associates and the Reporting Person. The shares are held for convenience in the name of "KPCB Holdings, Inc. as nominee." The Reporting Person disclaims beneficial ownership over all Issuer shares held for convenience in the name of "KPCB Holdings, Inc. as nominee," except to the extent of her pecuniary interest therein and this filing is not an admission that the Reporting Person is the beneficial owner of these shares for the purposes of Section 16 or for any other purpose. The shares are held directly by KPCB XIV Founders Fund, LLC ("KPCB XIV Founders"). The managing member of KPCB XIV Founders is KPCB XIV Associates, LLC ("KPCB XIV Associates"), of which the Reporting Person is a member. The voting and dispositive control over the shares is shared by the managing members of KPCB XIV Associates and the Reporting Person. The shares are held for convenience in the name of "KPCB Holdings, Inc. as nominee." Exhibit List Exhibit 24 - Power of Attorney /s/ Paul Vronsky, Attorney-in-Fact 2012-06-27 EX-24 2 ex-24.htm EX-24

Exhibit 24

 

POWER OF ATTORNEY

 

Beth Seidenberg, M.D. (the “Reporting Person”) hereby authorizes and designates Susan Biglieri, Paul Vronsky and Eric Keller (each, an “Authorized Signatory”) to prepare and file on behalf of the Reporting Person individually, or jointly together with the other reporting persons, any and all reports, notices, communications and other documents (including, but not limited to, reports on Schedule 13D, Schedule 13G, Form 13-F, Form 3, Form 4 and Form 5) that the Reporting Person may be required to file with the United States Securities and Exchange Commission pursuant to the Securities Act of 1933, as amended (together with the implementing regulations thereto, the “Act”) and the Securities Exchange Act of 1934, as amended (together with the implementing regulations thereto, the “Exchange Act”) (collectively, the “Reports”) with respect to the Reporting Person’s ownership of, or transactions in, securities of any entity whose securities are beneficially owned (directly or indirectly) by the Reporting Person (collectively, the “Companies”). The Reporting Person hereby further authorizes and designates each Authorized Signatory to perform any and all other acts, which in the opinion of such Authorized Signatory may be necessary or incidental to the performance of the foregoing powers herein granted.

 

The authority of each Authorized Signatory under this Document with respect to the Reporting Person shall continue until the Reporting Person is no longer required to file any Reports with respect to the Reporting Person’s ownership of, or transactions in, the securities of the Companies, unless earlier revoked in writing.  The Reporting Person acknowledges that each Authorized Signatory is not assuming any of the Reporting Person’s responsibilities to comply with the Act or the Exchange Act.

 

 

June 26, 2012

 

 

 

 

/s/ Beth Seidenberg, M.D.

 

 

 

Beth Seidenberg, M.D.