0001104659-14-074922.txt : 20141029 0001104659-14-074922.hdr.sgml : 20141029 20141029180209 ACCESSION NUMBER: 0001104659-14-074922 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20141027 FILED AS OF DATE: 20141029 DATE AS OF CHANGE: 20141029 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PROTEON THERAPEUTICS INC CENTRAL INDEX KEY: 0001359931 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: WALTHAM STATE: MA ZIP: 02451 BUSINESS PHONE: 781-890-0102 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: WALTHAM STATE: MA ZIP: 02451 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kobyzev Dmitry CENTRAL INDEX KEY: 0001620126 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36694 FILM NUMBER: 141181117 MAIL ADDRESS: STREET 1: 10 TESTOVSKAYA STR. CITY: MOSCOW STATE: 1Z ZIP: 123317 4 1 a4.xml 4 X0306 4 2014-10-27 0 0001359931 PROTEON THERAPEUTICS INC PRTO 0001620126 Kobyzev Dmitry PHARMSTANDARD INTERNATIONAL S.A. 27 SOLJENITSYNA STR. MOSCOW 1Z 109004 RUSSIAN FEDERATION 1 0 1 0 Common Stock 2014-10-27 4 P 0 600000 10.00 A 600000 I By Pharmstandard International S.A Common Stock 2014-10-27 4 C 0 565344 A 1165344 I By Pharmstandard International S.A Series D Convertible Preferred Stock 2014-10-27 4 C 0 8493925 0 D Common Stock 535218 0 I By Pharmstandard International S.A Option (Right to Purchase) 2014-10-27 4 J 0 6795140 D Series D Convertible Preferred Stock 428175 0 I By Pharmstandard International S.A These shares were purchased in connection with the Issuer's initial public offering of Common Stock. The shares are held by Pharmstandard International S.A. ("Pharmstandard"). Pharmstandard is a wholly owned subsidiary of Public Joint Stock Company "Pharmstandard". As the parent entity, Public Joint Stock Company "Pharmstandard" has sole voting power and investment control over the shares. The reporting person is a representative of Pharmstandard and disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein. Upon the closing of the Issuer's initial public offering, each share of Series D Convertible Preferred Stock automatically converted into Common Stock on a one-for-one basis (without payment of further consideration and with no expiration date) plus an additional 30,126 incremental shares as a result of an adjustment as provided for in the Company's certificate of incorporation. Reflects a 1-for-15.87 reverse stock split effected on October 6, 2014. Pharmstandard had a right to purchase shares of Series D Convertible Preferred Stock under the Series D Purchase Agreement at a price of $0.588656, which right to purchase ceased to be exercisable upon the initial filing of the Issuer's registration statement for its initial public offering, and terminated upon the completion of the Issuer's initial public offering of Common Stock. Each share of Series D Preferred Stock issuable upon exercise of the right to purchase would have been convertible into shares of the Issuer's common stock as described in footnote (3) above. Exhibit 24.1 Power of Attorney /s/ Dmitry Kobyzev 2014-10-29 EX-24.1 2 ex-24d1.htm EX-24.1

Exhibit 24.1

 

PROTEON THERAPEUTICS, INC.

 

POWER OF ATTORNEY

 

KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints Timothy P. Noyes, George A. Eldridge and Dean Profis, each individually, as the undersigned’s true and lawful attorneys-in-fact to:

 

(1) execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer and/or director of Proteon Therapeutics, Inc. (the “Company”), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 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 United States Securities and Exchange Commission and any stock exchange or similar authority; and

 

(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of any such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by any such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions 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 requisite, 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 attorneys-in-fact, or such attorneys-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that each of the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

 

By this Power of Attorney, the undersigned hereby revokes all prior Powers of Attorney authorizing any person to sign any documents in the name of the undersigned related to Section 16 and the Company.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 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.

 


 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 27th day of October, 2014.

 

 

/s/ Dmitry Kobyzev

 

Dmitry Kobyzev

 

[Signature Page to Power of Attorney for Kobyzez]