0001104659-14-074948.txt : 20141029
0001104659-14-074948.hdr.sgml : 20141029
20141029190409
ACCESSION NUMBER: 0001104659-14-074948
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
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: Freund John Gordon
CENTRAL INDEX KEY: 0001296771
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36694
FILM NUMBER: 141181241
MAIL ADDRESS:
STREET 1: 125 UNIVERSITY AVE.
STREET 2: C/O SKYLINE VENTURES
CITY: PALO ALTO
STATE: CA
ZIP: 94301
4
1
a4.xml
4
X0306
4
2014-10-27
0
0001359931
PROTEON THERAPEUTICS INC
PRTO
0001296771
Freund John Gordon
SKYLINE VENTURES
525 UNIVERSITY AVENUE, SUITE 610
PALO ALTO
CA
94301
1
0
1
0
Common Stock
2014-10-27
4
P
0
200000
10.00
A
200000
I
By Skyline Venture Partners Qualified Purchaser Fund IV, L.P.
Common Stock
2014-10-27
4
C
0
1167208
A
1367208
I
By Skyline Venture Partners Qualified Purchaser Fund IV, L.P.
Common Stock
2014-10-27
4
X
0
121760
4.6023
A
1488968
I
By Skyline Venture Partners Qualified Purchaser Fund IV, L.P.
Common Stock
2014-10-27
4
S
0
56038
10.00
D
1432930
I
By Skyline Venture Partners Qualified Purchaser Fund IV, L.P.
Series A Convertible Preferred Stock
2014-10-27
4
C
0
5000000
0
D
Common Stock
375608
0
I
By Skyline Venture Partners Qualified Purchaser Fund IV, L.P.
Series A-1 Convertible Preferred Stock
2014-10-27
4
C
0
2341664
0
D
Common Stock
179903
0
I
By Skyline Venture Partners Qualified Purchaser Fund IV, L.P.
Series B Convertible Preferred Stock
2014-10-27
4
C
0
2173913
0
D
Common Stock
168680
0
I
By Skyline Venture Partners Qualified Purchaser Fund IV, L.P.
Series C Convertible Preferred Stock
2014-10-27
4
C
0
2436437
0
D
Common Stock
189049
0
I
By Skyline Venture Partners Qualified Purchaser Fund IV, L.P.
Series D Convertible Preferred Stock
2014-10-27
4
C
0
3932747
0
D
Common Stock
247810
0
I
By Skyline Venture Partners Qualified Purchaser Fund IV, L.P.
Warrants (Right to Buy)
4.6023
2014-10-27
4
X
0
121760
0
D
Common Stock
121760
0
I
By Skyline Venture Partners Qualified Purchaser Fund IV, L.P.
Option (Right to Purchase)
2014-10-27
4
J
0
1389064
D
Series D Convertible Preferred Stock
87527
0
I
By Skyline Venture Partners Qualified Purchaser Fund IV, L.P.
These shares were purchased in connection with the Issuer's initial public offering of Common Stock.
The shares are held by Skyline Venture Partners Qualified Purchaser Fund IV, L.P. ("Skyline"). The reporting person is a Managing Director of Skyline Venture Management IV, LLC, the sole general partner of Skyline, and may be deemed to share voting and dispositive power over the shares held by Skyline. The reporting person 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 A Convertible Preferred Stock automatically converted into Common Stock on a 1-for-1.19 basis without payment of further consideration and with no expiration date.
Reflects a 1-for-15.87 reverse stock split effected on October 6, 2014.
Upon the closing of the Issuer's initial public offering, each share of Series A-1 Convertible Preferred Stock automatically converted into Common Stock on a 1-for-1.22 basis without payment of further consideration and has no expiration date.
Upon the closing of the Issuer's initial public offering, each share of Series B Convertible Preferred Stock automatically converted into Common Stock on a 1-for-1.23 basis without payment of further consideration and has no expiration date.
Upon the closing of the Issuer's initial public offering, each share of Series C Convertible Preferred Stock automatically converted into Common Stock on a 1-for-1.23 basis without payment of further consideration and has no expiration date.
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 6,158 incremental shares as a result of an adjustment as provided for in the Company's certificate of incorporation.
Upon the closing the Issuer's initial public offering, Skyline exercised their warrants to purchase common stock on a net issue basis resulting in the net issuance of 65,722 shares of common stock.
Skyline 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 (8) above.
/s/ George Eldridge, attorney-in-fact
2014-10-28