0000947871-24-000451.txt : 20240508
0000947871-24-000451.hdr.sgml : 20240508
20240508203400
ACCESSION NUMBER: 0000947871-24-000451
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240506
FILED AS OF DATE: 20240508
DATE AS OF CHANGE: 20240508
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Thompson Peter A.
CENTRAL INDEX KEY: 0001357522
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37719
FILM NUMBER: 24928136
MAIL ADDRESS:
STREET 1: C/O ANTHERA PHARMACEUTICALS, INC.
STREET 2: 25801 INDUSTRIAL BOULEVARD, SUITE B
CITY: HAYWARD
STATE: CA
ZIP: 94545
FORMER NAME:
FORMER CONFORMED NAME: Thompson Peter A
DATE OF NAME CHANGE: 20060327
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Corvus Pharmaceuticals, Inc.
CENTRAL INDEX KEY: 0001626971
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
ORGANIZATION NAME: 03 Life Sciences
IRS NUMBER: 464670809
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 863 MITTEN ROAD
STREET 2: SUITE 102
CITY: BURLINGAME
STATE: CA
ZIP: 94010
BUSINESS PHONE: (650) 900-4520
MAIL ADDRESS:
STREET 1: 863 MITTEN ROAD
STREET 2: SUITE 102
CITY: BURLINGAME
STATE: CA
ZIP: 94010
4
1
ownership.xml
X0508
4
2024-05-06
0
0001626971
Corvus Pharmaceuticals, Inc.
CRVS
0001357522
Thompson Peter A.
C/O CORVUS PHARMACEUTICALS, INC.
863 MITTEN ROAD, SUITE 102
BURLINGAME
CA
94010
1
0
1
0
0
Pre-Funded Warrants (right to buy)
.0001
2024-05-06
4
P
0
1444085
1.7311
A
Common Stock
1444085
1444085
I
See Footnotes
Common Warrants (right to buy)
3.5
2024-05-06
4
P
0
1397684
A
Common Stock
1397684
1397684
I
See Footnotes
Subject to the terms and conditions set forth in the Pre-Funded Warrant, the holder thereof may, at any time and from time to time on or after May 6, 2024, exercise the Pre-Funded Warrant until it has been exercised in full. The Pre-Funded Warrants reported herein contain an exercise limitation prohibiting the holder from exercising the Pre-Funded Warrants until such time as the holder, together with OrbiMed Advisors LLC ("OrbiMed Advisors") and certain other related parties, would not beneficially own after any such exercise more than 9.99% of the then issued and outstanding Common Stock (the "Blocker"). Due to the Blocker, the Pre-Funded Warrants beneficially owned by OrbiMed Advisors are not presently exercisable.
Subject to the terms and conditions set forth in the Common Warrant, the holder thereof may, at any time and from time to time on or after May 6, 2024, exercise the Common Warrant until it has been exercised in full. The Common Warrants reported herein contain an exercise limitation prohibiting the holder from exercising the Common Warrants until such time as the holder, together with OrbiMed Advisors and certain other related parties, would not beneficially own after any such exercise more than 9.99% of the then issued and outstanding Common Stock (the "Blocker"). Due to the Blocker, the Common Warrants beneficially owned by OrbiMed Advisors are not presently exercisable.
These securities are held of record by OrbiMed Private Investments V, LP ("OPI V"). OrbiMed Capital GP V LLC ("GP V") is the general partner of OPI V, and OrbiMed Advisors, a registered investment adviser under the Investment Advisors Act of 1940, as amended, is the managing member of GP V. By virtue of such relationships, GP V and OrbiMed Advisors may be deemed to have voting and investment power with respect to the securities held by OPI V noted above and as a result may be deemed to beneficially own such securities for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). OrbiMed Advisors exercises this investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and W. Carter Neild, each of whom disclaims beneficial ownership of the Shares held by OPI V. The Reporting Person is a member of Advisors.
Each of the Reporting Person, OrbiMed Advisors, and GP V disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1943, as amended (the "Exchange Act"), except to the extent of his or its pecuniary interest therein, if any. This report shall not be deemed an admission that any such entity or person is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose.
Issued at no additional consideration to OPI V in connection with its subscription of Pre-Funded Warrants for shares of the Issuer's Common Stock at a price of $1.7311.
/s/ Peter A. Thompson
2024-05-08