0001209191-18-039736.txt : 20180627 0001209191-18-039736.hdr.sgml : 20180627 20180627200512 ACCESSION NUMBER: 0001209191-18-039736 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180627 FILED AS OF DATE: 20180627 DATE AS OF CHANGE: 20180627 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: New Leaf Ventures II, L.P. CENTRAL INDEX KEY: 0001441439 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38546 FILM NUMBER: 18922944 BUSINESS ADDRESS: STREET 1: TIMES SQUARE TOWER STREET 2: 7 TIMES SQUARE, SUITE 3502 CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: (646) 871-6400 MAIL ADDRESS: STREET 1: TIMES SQUARE TOWER STREET 2: 7 TIMES SQUARE, SUITE 3502 CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: New Leaf Venture Associates II, L.P. CENTRAL INDEX KEY: 0001441858 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38546 FILM NUMBER: 18922945 BUSINESS ADDRESS: STREET 1: TIMES SQUARE TOWER STREET 2: 7 TIMES SQUARE, SUITE 3502 CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 646 871-6400 MAIL ADDRESS: STREET 1: TIMES SQUARE TOWER STREET 2: 7 TIMES SQUARE, SUITE 3502 CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: New Leaf Venture Management II, L.L.C. CENTRAL INDEX KEY: 0001441857 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38546 FILM NUMBER: 18922946 BUSINESS ADDRESS: STREET 1: TIMES SQUARE TOWER STREET 2: 7 TIMES SQUARE, SUITE 3502 CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 646 871-6400 MAIL ADDRESS: STREET 1: TIMES SQUARE TOWER STREET 2: 7 TIMES SQUARE, SUITE 3502 CITY: NEW YORK STATE: NY ZIP: 10036 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Neuronetics, Inc. CENTRAL INDEX KEY: 0001227636 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1209 BUSINESS ADDRESS: STREET 1: 3222 PHOENIXVILLE PIKE CITY: MALVERN STATE: PA ZIP: 19355 BUSINESS PHONE: 877-600-7555 MAIL ADDRESS: STREET 1: 3222 PHOENIXVILLE PIKE CITY: MALVERN STATE: PA ZIP: 19355 FORMER COMPANY: FORMER CONFORMED NAME: NEURONETICS INC DATE OF NAME CHANGE: 20030416 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2018-06-27 0 0001227636 Neuronetics, Inc. STIM 0001441439 New Leaf Ventures II, L.P. TIMES SQUARE TOWER 7 TIMES SQUARE, SUITE 3502 NEW YORK NY 10036 0 0 1 0 0001441858 New Leaf Venture Associates II, L.P. TIME SQUARE TOWER 7 TIMES SQUARE, SUITE 3502 NEW YORK NY 10036 0 0 1 0 0001441857 New Leaf Venture Management II, L.L.C. TIMES SQUARE TOWER 7 TIMES SQUARE, SUITE 3502 NEW YORK NY 10036 0 0 1 0 Series D Convertible Preferred Stock Common Stock 848360 I See Footnote Series E Convertible Preferred Stock Common Stock 206380 I See Footnote Series F Convertible Preferred Stock Common Stock 421681 I See Footnote Series G Convertible Preferred Stock Common Stock 66694 I See Footnote Each share of Series D Convertible Preferred Stock, Series E Convertible Preferred Stock, Series F Convertible Preferred Stock and Series G Convertible Preferred Stock is convertible at any time, at the option of the holder, into shares of Common Stock, on a one-for-one basis, has no expiration date and will convert automatically into shares of Common Stock upon the closing of the Issuer's initial public offering for no additional consideration. The reportable securities are directly beneficially owned by New Leaf Ventures II, L.P. ("NLV II"). New Leaf Venture Associates II, L.P. ("NLV Associates II") is the general partner of NLV II and New Leaf Venture Management II, L.L.C. ("NLV Management II") is the general partner of NLV Associates II. Each of NLV Associates II and NLV Management II may be deemed to have sole voting and investment power with respect to these securities. Each of NLV Associates II and NLV Management II disclaims beneficial ownership of these securities and this report shall not be deemed an admission that either is a beneficial owner of such securities for purposes of Section 16 or any other purpose, except to the extent of their respective pecuniary interests therein. Ronald Hunt, a member of the Issuer's board of directors, Vijay Lathi and Liam Ratcliffe are the managers of NLV Management II (collectively, the "Managers") and may each be deemed to have shared voting and investment power with respect to these securities. Each of the Managers disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any of them is a beneficial owner of such securities for purposes of Section 16 or any other purpose, except to the extent of their respective pecuniary interests therein. New Leaf Ventures II, L.P. By: New Leaf Venture Associates II, L.P. By: New Leaf Venture Management II, L.L.C., its general partner /s/ Craig Slutzkin By: Craig Slutzkin Its: Chief Financial Officer 2018-06-27 New Leaf Venture Associates II, L.P. By: New Leaf Venture Management II, L.L.C., its general partner /s/ Craig Slutzkin By: Craig Slutzkin Its: Chief Financial Officer 2018-06-27 New Leaf Venture Management II, L.L.C. /s/ Craig Slutzkin By: Craig Slutzkin Its: Chief Financial Officer 2018-06-27