0000899243-17-007374.txt : 20170313
0000899243-17-007374.hdr.sgml : 20170313
20170313191700
ACCESSION NUMBER: 0000899243-17-007374
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170307
FILED AS OF DATE: 20170313
DATE AS OF CHANGE: 20170313
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Capnia, Inc.
CENTRAL INDEX KEY: 0001484565
STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845]
IRS NUMBER: 770523891
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1235 RADIO ROAD
STREET 2: SUITE 110
CITY: REDWOOD CITY
STATE: CA
ZIP: 94065
BUSINESS PHONE: 650-213-8444
MAIL ADDRESS:
STREET 1: 1235 RADIO ROAD
STREET 2: SUITE 110
CITY: REDWOOD CITY
STATE: CA
ZIP: 94065
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FORWARD VENTURES V LP
CENTRAL INDEX KEY: 0001232643
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36593
FILM NUMBER: 17686624
BUSINESS ADDRESS:
STREET 1: 9393 TOWNE CENTRE DRIVE
STREET 2: SUITE 200
CITY: SAN DIEGO
STATE: CA
ZIP: 92121
BUSINESS PHONE: 8586776077
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Forward V Associates LLC
CENTRAL INDEX KEY: 0001700598
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36593
FILM NUMBER: 17686625
BUSINESS ADDRESS:
STREET 1: 4747 EXECUTIVE DRIVE
STREET 2: SUITE 700
CITY: SAN DIEGO
STATE: CA
ZIP: 92121
BUSINESS PHONE: 858-677-6077
MAIL ADDRESS:
STREET 1: 4747 EXECUTIVE DRIVE
STREET 2: SUITE 700
CITY: SAN DIEGO
STATE: CA
ZIP: 92121
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2017-03-07
0
0001484565
Capnia, Inc.
CAPN
0001700598
Forward V Associates LLC
4747 EXECUTIVE DRIVE, SUITE 700
SAN DIEGO
CA
92121
0
0
1
0
0001232643
FORWARD VENTURES V LP
4747 EXECUTIVE DRIVE, SUITE 700
SAN DIEGO
CA
92121
0
0
1
0
Common Stock
7173976
I
See Footnote
The reporting person(s) acquired these securities on March 7, 2017, as consideration for the reporting person(s) common stock of Essentialis, Inc. ("Essentialis"), which was acquired by the Issuer, through a merger of a wholly-owned subsidiary of Issuer with and into Essentialis on March 7, 2017 pursuant to the Agreement and Plan of Merger dated December 22, 2016, by and between the Issuer, Merger Sub (as defined in the Merger Agreement), Essentialis and the Stockholders Representative (as defined therein) (the "Merger Agreement") and a related private placement closing concurrently with the merger transaction.
The shares are held directly by Forward Ventures V LP ("Forward V"). The Reporting Person is the sole general partner of Forward V, and may be deemed to beneficially own such shares. The Reporting Person holds voting and dispositive power with respect to the securities held by Forward V. Standish Fleming and Ivor Royston are the managing members of the Reporting Person and Stuart Collinson is the key voting member of the Reporting Person and each disclaim beneficial ownership of the securities held by Forward V except to the extent of any pecuniary interest therein.
/s/ Standish Fleming, as Managing Member of Forward V Associates LLC
2017-03-09
/s/ Standish Fleming, as Managing Member of Forward V Associates LLC, the sole general partner of Forward Ventures V LP
2017-03-09