0001209191-16-145485.txt : 20161007 0001209191-16-145485.hdr.sgml : 20161007 20161007211023 ACCESSION NUMBER: 0001209191-16-145485 CONFORMED SUBMISSION TYPE: 3/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160722 FILED AS OF DATE: 20161007 DATE AS OF CHANGE: 20161007 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AERIE PHARMACEUTICALS INC CENTRAL INDEX KEY: 0001337553 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 203109565 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 7020 KIT CREEK ROAD STREET 2: SUITE 270 CITY: RESEARCH TRIANGLE PARK STATE: NC ZIP: 27709 BUSINESS PHONE: 919-313-9650 MAIL ADDRESS: STREET 1: 7020 KIT CREEK ROAD STREET 2: SUITE 270 CITY: RESEARCH TRIANGLE PARK STATE: NC ZIP: 27709 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Tananbaum James B. CENTRAL INDEX KEY: 0001581754 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36152 FILM NUMBER: 161928999 MAIL ADDRESS: STREET 1: 3052 PACIFIC AVENUE CITY: SAN FRANCISCO STATE: CA ZIP: 94115 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Foresite Capital Fund III, L.P. CENTRAL INDEX KEY: 0001645158 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36152 FILM NUMBER: 161929000 BUSINESS ADDRESS: STREET 1: 600 MONTGOMERY STREET STREET 2: SUITE 4500 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415-877-4887 MAIL ADDRESS: STREET 1: 600 MONTGOMERY STREET STREET 2: SUITE 4500 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Foresite Capital Management III, LLC CENTRAL INDEX KEY: 0001645157 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36152 FILM NUMBER: 161929001 BUSINESS ADDRESS: STREET 1: 600 MONTGOMERY STREET STREET 2: SUITE 4500 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415-877-4887 MAIL ADDRESS: STREET 1: 600 MONTGOMERY STREET STREET 2: SUITE 4500 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Foresite Capital Fund II, L.P. CENTRAL INDEX KEY: 0001594914 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36152 FILM NUMBER: 161929002 BUSINESS ADDRESS: STREET 1: 600 MONTGOMERY STREET STREET 2: SUITE 4500 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415-877-4887 MAIL ADDRESS: STREET 1: 600 MONTGOMERY STREET STREET 2: SUITE 4500 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Foresite Capital Management II, LLC CENTRAL INDEX KEY: 0001594912 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36152 FILM NUMBER: 161929003 BUSINESS ADDRESS: STREET 1: 600 MONTGOMERY STREET STREET 2: SUITE 4500 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415-877-4887 MAIL ADDRESS: STREET 1: 600 MONTGOMERY STREET STREET 2: SUITE 4500 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 3/A 1 doc3a.xml FORM 3/A SUBMISSION X0206 3/A 2016-07-22 2016-07-26 0 0001337553 AERIE PHARMACEUTICALS INC AERI 0001594912 Foresite Capital Management II, LLC 600 MONTGOMERY STREET SUITE 4500 SAN FRANCISCO CA 94111 0 0 1 0 0001594914 Foresite Capital Fund II, L.P. 600 MONTGOMERY STREET SUITE 4500 SAN FRANCISCO CA 94111 0 0 1 0 0001645157 Foresite Capital Management III, LLC 600 MONTGOMERY STREET SUITE 4500 SAN FRANCISCO CA 94111 0 0 1 0 0001645158 Foresite Capital Fund III, L.P. 600 MONTGOMERY STREEET SUITE 4500 SAN FRANCISCO CA 94111 0 0 1 0 0001581754 Tananbaum James B. 3052 PACIFIC AVENUE SAN FRANCISCO CA 94115 0 0 1 0 Common Stock 1672714 I See Footnote Common Stock 1697884 I See Footnote The shares are owned directly by Foresite Capital Fund II, L.P. ("FCF II"). Foresite Capital Management II, LLC ("FCM II"), the general partner of FCF II, may be deemed to have sole voting and dispositive power over these shares. James B. Tananbaum ("Mr. Tananbaum"), in his capacity as managing member of FCM II, may be deemed to have sole voting and dispositive power over these shares. Each Reporting Person disclaims the existence of a "group." Each of FCM II and its members and Mr. Tananbaum disclaims beneficial ownership of any of these shares except to the extent of any pecuniary interest therein, and the filing of this report is not an admission that FCM II and its members or Mr. Tananbaum is the beneficial owner of these shares for purposes of Section 16 or any other purpose. The shares reported in this Form 3 Amendment include 500,000 shares purchased by Foresite Capital Fund II, L.P. and 250,000 shares purchased by Foresite Capital Fund III, L.P. on July 22, 2016. All 750,000 shares were purchased in a single block purchase directly from the Issuer pursuant to an at-the-market sales agreement. The shares are owned directly by Foresite Capital Fund III, L.P. ("FCF III"). Foresite Capital Management III, LLC ("FCM III"), the general partner of FCF III, may be deemed to have sole voting and dispositive power over these shares. James B. Tananbaum ("Mr. Tananbaum"), in his capacity as managing member of FCM III, may be deemed to have sole voting and dispositive power over these shares. Each Reporting Person disclaims the existence of a "group." Each of FCM III and its members and Mr. Tananbaum disclaims beneficial ownership of any of these shares except to the extent of any pecuniary interest therein, and the filing of this report is not an admission that FCM III and its members or Mr. Tananbaum is the beneficial owner of these shares for purposes of Section 16 or any other purpose. This Form 3 Amendment amends and restates in its entirety the Form 3 filed on July 26, 2016, which erroneously omitted 250,000 shares then held by Foresite Capital Fund III, L.P. The purchase of those 250,000 shares was erroneously reported on a Form 4 filed on July 26, 2016, which is being amended to reflect that no additional purchases were made by any of the Reporting Persons following the single block purchase on July 22, 2016 pursuant to which the Reporting Persons became 10% owners of the Issuer's stock. FORESITE CAPITAL MANAGEMENT II, LLC, By: Dennis D. Ryan, Chief Financial Officer 2016-10-07 FORESITE CAPITAL FUND II, L.P., By: Foresite Capital Management II, LLC, Its: General Partner, By: /s/ Dennis D. Ryan, Chief Financial Officer 2016-10-07 FORESITE CAPITAL MANAGEMENT III, LLC, By: /s/ Dennis D. Ryan, Chief Financial Officer 2016-10-07 FORESITE CAPITAL FUND III, L.P., By: Foresite Capital Management III, LLC, Its: General Partner, By: /s/ Dennis D. Ryan, Chief Financial Officer 2016-10-07 /s/ James B. Tananbaum 2016-10-07