0001104659-16-147225.txt : 20160928 0001104659-16-147225.hdr.sgml : 20160928 20160928195455 ACCESSION NUMBER: 0001104659-16-147225 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160928 FILED AS OF DATE: 20160928 DATE AS OF CHANGE: 20160928 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Tabula Rasa HealthCare, Inc. CENTRAL INDEX KEY: 0001651561 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 465726437 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 228 STRAWBRIDGE DRIVE STREET 2: SUITE 100 CITY: MOORESTOWN STATE: NJ ZIP: 08057 BUSINESS PHONE: 866-648-2767 MAIL ADDRESS: STREET 1: 228 STRAWBRIDGE DRIVE STREET 2: SUITE 100 CITY: MOORESTOWN STATE: NJ ZIP: 08057 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LUBIN DANIEL C CENTRAL INDEX KEY: 0001335280 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37888 FILM NUMBER: 161908127 MAIL ADDRESS: STREET 1: RADIUS VENTURE PARTNERS II LLC STREET 2: 400 MADISON AVE 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 3 1 a3.xml 3 X0206 3 2016-09-28 0 0001651561 Tabula Rasa HealthCare, Inc. TRHC 0001335280 LUBIN DANIEL C 250 PARK AVENUE, SUITE 1102 NEW YORK NY 10177 1 0 1 0 Common Stock 36811 I By Radius Venture Partners III (Ohio), L.P. Common Stock 293100 I By Radius Venture Partners III QP, L.P. Common Stock 26879 I Radius Venture Partners III, L.P. Common Stock 5565 D Series A-1 Preferred Stock Common Stock 29346 I By Radius Venture Partners III (Ohio), L.P. Series A-1 Preferred Stock Common Stock 233659 I By Radius Venture Partners III QP, L.P. Series A-1 Preferred Stock Common Stock 21428 I Radius Venture Partners III, L.P. Series B Preferred Stock Common Stock 270952 I By Radius Venture Partners III (Ohio), L.P. Series B Preferred Stock Common Stock 2157390 I By Radius Venture Partners III QP, L.P. Series B Preferred Stock Common Stock 197846 I Radius Venture Partners III, L.P. These securities are held directly by Radius Venture Partners III (Ohio), L.P. and indirectly by Radius Venture Partners III, LLC, the general partner of Radius Venture Partners III (Ohio), L.P., Jordan S. Davis, managing member of Radius Venture Partners III, LLC, and Daniel C. Lubin, managing member of Radius Venture Partners III, LLC. Mr. Lubin, a director of the Issuer, and Mr. Davis share voting and dispositive power with respect to the shares held by Radius Venture Partners III (Ohio), L.P. Each of Radius Venture Partners III, LLC, Mr. Davis, and Mr. Lubin may be deemed to beneficially own such securities, and disclaims such beneficial ownership except to the extent of its or his pecuniary interest therein. These securities are held directly by Radius Venture Partners III QP, L.P and indirectly by Radius Venture Partners III, LLC, the general partner of Radius Venture Partners III QP, L.P., Jordan S. Davis, managing member of Radius Venture Partners III, LLC, and Daniel C. Lubin, managing member of Radius Venture Partners III, LLC. Mr. Lubin, a director of the Issuer, and Mr. Davis share voting and dispositive power with respect to the shares held by Radius Venture Partners III QP, L.P. Each of Radius Venture Partners III, LLC, Mr. Davis, and Mr. Lubin may be deemed to beneficially own such securities, and disclaims such beneficial ownership except to the extent of its or his pecuniary interest therein. These securities are held directly by Radius Venture Partners III, L.P., and indirectly by Radius Venture Partners III, LLC, the general partner of Radius Venture Partners III, L.P., Jordan S. Davis, managing member of Radius Venture Partners III, LLC, and Daniel C. Lubin, managing member of Radius Venture Partners III, LLC. Mr. Lubin, a director of the Issuer, and Mr. Davis share voting and dispositive power with respect to the shares held by Radius Venture Partners III, L.P. Each of Radius Venture Partners III, LLC, Mr. Davis, and Mr. Lubin may be deemed to beneficially own such securities, and disclaims such beneficial ownership except to the extent of its or his pecuniary interest therein. Mr. Lubin received a restricted stock award of 3,710 shares of common stock on September 28, 2016. One-third of the restrictions on these 3,710 shares will lapse on each of the first, second and third anniversary of the grant date. Mr. Lubin also received a restricted stock award of 1,855 shares of common stock on September 28, 2016, and such common stock vests in full on the earlier of the next annual shareholder meeting or the one year anniversary of the date of grant. Each share of Series A-1 Preferred Stock and Series B Preferred Stock will convert automatically into shares of Issuer's Common Stock immediately prior to the closing of Issuer's initial public offering. The securities do not have an expiration date. Exhibit 24 - Powers of Attorney /s/ Dr. Calvin H. Knowlton, Attorney-in-Fact for Daniel Lubin 2016-09-28 EX-24 2 ex-24.htm EX-24

Exhibit 24

 

LIMITED POWER OF ATTORNEY

FOR SECTION 16 REPORTING OBLIGATIONS

 

Know all by these presents, that the undersigned hereby constitutes and appoints each of Dr. Calvin H. Knowlton, Chief Executive Officer of Tabula Rasa HealthCare, Inc. (the “Company”), and Brian W. Adams, Chief Financial Officer of the Company, or either of them acting singly and with full power of substitution, the undersigned’s true and lawful attorney-in-fact to:

 

1.             execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director and/or beneficial owner of more than 10% of the outstanding equity securities of the Company, Forms 3, 4 and 5 (and any amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules thereunder;

 

2.             do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5, complete and execute any amendment or amendments thereto, and timely file such form with the U.S. Securities and Exchange Commission (the “SEC”) and any securities exchange or similar authority, including without limitation the filing of a Form ID or any other documents necessary or appropriate to enable the undersigned to file the Forms 3, 4 and 5 electronically with the SEC; and

 

3.             take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by or for, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney shall be in such form and shall contain such information and disclosure as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

 

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever required, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request and on the behalf of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with, or any liability for the failure to comply with, any provision of Section 16 of the Exchange Act.

 

This Limited Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 or 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to each of the foregoing attorneys-in-fact.

 

[SIGNATURE PAGE FOLLOWS]

 


 

IN WITNESS WHEREOF, the undersigned has executed this Limited Power of Attorney as of this 15th day of October, 2015.

 

 

Signed and acknowledged:

 

 

 

/s/ Daniel Lubin

 

Name: Daniel Lubin

 

[Signature Page to Limited Power of Attorney]