0000899243-20-025610.txt : 20200917
0000899243-20-025610.hdr.sgml : 20200917
20200917210542
ACCESSION NUMBER: 0000899243-20-025610
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200917
FILED AS OF DATE: 20200917
DATE AS OF CHANGE: 20200917
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: PERCEPTIVE ADVISORS LLC
CENTRAL INDEX KEY: 0001224962
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39503
FILM NUMBER: 201182560
BUSINESS ADDRESS:
STREET 1: 51 ASTOR PLACE, 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10003
BUSINESS PHONE: 646-205-5300
MAIL ADDRESS:
STREET 1: 51 ASTOR PLACE, 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10003
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: PERCEPTIVE LIFE SCIENCES MASTER FUND LTD
CENTRAL INDEX KEY: 0001249675
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39503
FILM NUMBER: 201182561
BUSINESS ADDRESS:
STREET 1: C/O PERCEPTIVE ADVISORS LLC
STREET 2: 51 ASTOR PLACE, 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10003
BUSINESS PHONE: 646-205-5340
MAIL ADDRESS:
STREET 1: C/O PERCEPTIVE ADVISORS LLC
STREET 2: 51 ASTOR PLACE, 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10003
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Athira Pharma, Inc.
CENTRAL INDEX KEY: 0001620463
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 4000 MASON ROAD, SUITE 300
STREET 2: BOX 352141
CITY: SEATTLE
STATE: WA
ZIP: 981952141
BUSINESS PHONE: 5095927191
MAIL ADDRESS:
STREET 1: 4000 MASON ROAD, SUITE 300
STREET 2: BOX 352141
CITY: SEATTLE
STATE: WA
ZIP: 981952141
FORMER COMPANY:
FORMER CONFORMED NAME: M3 Biotechnology, Inc.
DATE OF NAME CHANGE: 20140924
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2020-09-17
0
0001620463
Athira Pharma, Inc.
ATHA
0001224962
PERCEPTIVE ADVISORS LLC
51 ASTOR PLACE, 10TH FLOOR
NEW YORK
NY
10003
0
0
1
0
0001249675
PERCEPTIVE LIFE SCIENCES MASTER FUND LTD
C/O PERCEPTIVE ADVISORS LLC
51 ASTOR PLACE, 10TH FLOOR
NEW YORK
NY
10003
0
0
1
0
Common Stock
411196
I
See footnote
Series B Preferrred Stock
Common Stock
1644785
I
See footnote
Stock Options (Right to Buy)
17.00
2030-09-16
Common Stock
27742
I
See footnote
The securities are directly held by Perceptive Life Sciences Master Fund Ltd. (the "Master Fund"). Perceptive Advisors LLC (the "Advisor") serves as the investment manager of the Master Fund. The Advisor disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of its indirect pecuniary interest therein, and this report shall not be deemed an admission that the Advisor is the beneficial owner of such securities for purposes of Section 16 or for any other purposes. Joseph Edelman, the managing member of the Advisor, serves as a director of the Issuer and has filed a separate Form 3.
The Series B Preferred Stock is convertible into shares of the Issuer's Common Stock on a 1-for-1 basis, and will automatically convert to shares of the Issuer's Common Stock upon the closing of the Issuer's initial public offering. These shares have no expiration date.
One-thirty-sixth of the shares subject to the option will vest on October 17, 2020 and thereafter one-thirty-sixth of the shares subject to the option will vest each month.
Consists of options to purchase shares of the Issuer's common stock awarded to Mr. Edelman in connection with his role as a member of the Issuer's board of directors. The Advisor may be deemed to have an indirect pecuniary interest in the options to purchase common stock of the Issuer reported herein because the Advisor has the right to receive the director compensation provided in respect of Mr. Edelman's board service through a partial management fee offset. The Advisor disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of its indirect pecuniary interest therein, and this report shall not be deemed an admission that the Advisor is the beneficial owner of such securities for purposes of Section 16 or for any other purposes.
/s/ Perceptive Life Sciences Master Fund Ltd., By: Perceptive Advisors LLC, its investment manager By: Joseph Edelman, its managing member
2020-09-17
/s/ Perceptive Advisors LLC, By: Joseph Edelman, its managing member
2020-09-17