0001209191-23-053737.txt : 20231027
0001209191-23-053737.hdr.sgml : 20231027
20231027160317
ACCESSION NUMBER: 0001209191-23-053737
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20231025
FILED AS OF DATE: 20231027
DATE AS OF CHANGE: 20231027
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HUNT RONALD
CENTRAL INDEX KEY: 0001247851
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38800
FILM NUMBER: 231355496
MAIL ADDRESS:
STREET 1: C/O CREDIT SUISSE 1ST BOSTON PRV EQY
STREET 2: 11 MADISON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10010
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Harpoon Therapeutics, Inc.
CENTRAL INDEX KEY: 0001708493
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
IRS NUMBER: 473458693
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 611 GATEWAY BOULEVARD, SUITE 400
CITY: SOUTH SAN FRANCISCO
STATE: CA
ZIP: 94080
BUSINESS PHONE: (650) 443-7400
MAIL ADDRESS:
STREET 1: 611 GATEWAY BOULEVARD, SUITE 400
CITY: SOUTH SAN FRANCISCO
STATE: CA
ZIP: 94080
4
1
doc4.xml
FORM 4 SUBMISSION
X0508
4
2023-10-25
0
0001708493
Harpoon Therapeutics, Inc.
HARP
0001247851
HUNT RONALD
C/O NEW LEAF VENTURE PARTNERS
156 FIFTH AVENUE, SUITE 820
NEW YORK
NY
10010
1
0
1
0
0
Common Stock
2023-10-25
4
P
0
1372000
A
1463386
I
See Footnote
Common Stock
2023-10-25
4
P
0
171500
A
395783
I
See Footnote
8.000% Series A Redeemable Preferred Stock
10000
I
See Footnote
Common Stock
6729
D
Common Stock Warrant (Right to Buy)
5.8345
2023-10-25
4
P
0
686000
A
2023-10-25
2026-10-25
Common Stock
686000
686000
I
See Footnotes
Common Stock Warrant (Right to Buy)
5.8345
2023-10-25
4
P
0
85750
A
2023-10-25
2026-10-25
Common Stock
85750
85750
I
See Footnote
Shares of the Issuer's Common Stock and accompanying warrants were purchased in the Issuer's private placement of Common Stock and warrants pursuant to a Securities Purchase Agreement, dated October 22, 2023, by and among the Issuer and the other purchasers named therein. The shares of Common Stock and warrants acquired were purchased at a price representative of $5.8345 per share of Common Stock and accompanying warrant.
These shares are held directly by New Leaf Biopharma Opportunities II, L.P. ("BPO-II"). The sole general partner of BPO-II is New Leaf BPO Associates II, L.P. ("NLBA-II"). The sole general partner of NLBA-II is New Leaf BPO Management II, L.L.C. ("BPO Management-II"). Each of NLBA-II and BPO Management-II disclaim beneficial ownership of these securities and this report shall not be deemed an admission that NLBA-II or BPO Management-II are beneficial owners of such securities for purposes of Section 16 or any other purpose, except to the extent of their respective pecuniary interests therein.
The Reporting Person, a board member of the Issuer, and Vijay K. Lathi (collectively, the "BPO-II Managing Directors") are managing directors of BPO Management-II and may each be deemed to have shared voting and investment power with respect to these securities. Each of the BPO-II Managing Directors disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
These shares are held directly by New Leaf Ventures III, L.P. ("NLV-III"). The sole general partner of NLV-III is New Leaf Venture Associates III, L.P. ("NLVA-III"). The sole general partner of NLVA-III is New Leaf Venture Management III, L.L.C. ("Management-III"). Each of NLVA-III and Management-III disclaim beneficial ownership of these securities and this report shall not be deemed an admission that NLVA-III or Management-III are beneficial owners of such securities for purposes of Section 16 or any other purpose, except to the extent of their respective pecuniary interests therein.
The Reporting Person, a board member of the Issuer, and Vijay K. Lathi (collectively, the "NLV-III Managers") are managing directors of Management-III and may be deemed to have shared voting and investment power with respect to these securities. Each of the NLV-III Managers disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
The terms of the Series A Preferred Stock are set forth in the Certificate of Designation filed as Exhibit 3.1 to the Issuer's Form 8-K filed with the Securities and Exchange Commission on March 27, 2023.
The exercise price is also subject to adjustment pursuant to the Common Stock Purchase Warrant issued on October 25, 2023.
/s/ Frank J. Lanza, Attorney-in-Fact
2023-10-27