Rule 13d-1(b)
|
|
Rule 13d-1(c)
|
|
X
|
Rule 13d-1(d)
|
CUSIP No. 49803L109
|
13G
|
Page 2 of 12 Pages
|
1
|
NAMES OF REPORTING PERSON
|
|||||
Alta Partners VIII, L.P.
|
||||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
|
||||
(b) ý
|
||||||
3
|
SEC USE ONLY
|
|||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
|
1,761,957 (a)
|
|||
6
|
SHARED VOTING POWER
|
-0-
|
||||
7
|
SOLE DISPOSITIVE POWER
|
1,761,957 (a)
|
||||
8
|
SHARED DISPOSITIVE POWER
|
-0-
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||||
1,761,957 (a)
|
||||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *
|
|||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||||
3.7% (b)
|
||||||
12
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 4980L109
|
13G
|
Page 3 of 12 Pages
|
1
|
NAMES OF REPORTING PERSON
|
||||||
Alta Partners Management VIII, LLC
|
|||||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
|
|||||
(b) ý
|
|||||||
3
|
SEC USE ONLY
|
||||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
|
-0-
|
||||
6
|
SHARED VOTING POWER
|
1,761,957 (c)
|
|||||
7
|
SOLE DISPOSITIVE POWER
|
-0-
|
|||||
8
|
SHARED DISPOSITIVE POWER
|
1,761,957 (c)
|
|||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
||||||
1,761,957 (c)
|
|||||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *
|
||||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
||||||
3.7% (b)
|
|||||||
12
|
TYPE OF REPORTING PERSON
OO
|
||||||
(c)
|
APM VIII is the general partner of AP VIII and shares voting and dispositive power over the shares of Common Stock held by AP VIII.
|
CUSIP No. 4980L109
|
13G
|
Page 4 of 12 Pages
|
1
|
NAMES OF REPORTING PERSON
|
||||||
Farah Champsi
|
|||||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
|||||
(b) ý
|
|||||||
3
|
SEC USE ONLY
|
||||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
|
||||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
|
58,833 (d)
|
||||
6
|
SHARED VOTING POWER
|
1,761,957(e)
|
|||||
7
|
SOLE DISPOSITIVE POWER
|
58,833 (d)
|
|||||
8
|
SHARED DISPOSITIVE POWER
|
1,761,957 (e)
|
|||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
||||||
1,820,790 (e)
|
|||||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *
|
||||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
||||||
3.8% (b)
|
|||||||
12
|
TYPE OF REPORTING PERSON
IN
|
||||||
(d)
(e)
|
CChampsi is a director of the Issuer. These shares represent (i) 19,666 shares owned directly by Champsi, and (ii) 39,167 shares issuable to Champsi pursuant to stock options that are exercisable within 60 days of December 31, 2015.
Champsi is a managing director of APM VIII and may be deemed to share voting and dispositive control over the 1,761,957 shares of Common Stock held by AP VIII.
|
CUSIP No. 4980L109
|
13G
|
Page 5 of 12 Pages
|
1
|
NAMES OF REPORTING PERSON
|
|||||
Daniel Janney
|
||||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
|
||||
(b) ý
|
||||||
3
|
SEC USE ONLY
|
|||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
|
|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
|
-0-
|
|||
6
|
SHARED VOTING POWER
|
1,761,957 (f)
|
||||
7
|
SOLE DISPOSITIVE POWER
|
-0-
|
||||
8
|
SHARED DISPOSITIVE POWER
|
1,761,957 (f)
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||||
1,761,957 (f)
|
||||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *
|
|||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||||
3.7% (b)
|
||||||
12
|
TYPE OF REPORTING PERSON
IN
|
|||||
(f)
|
Janney is a managing director of APM VIII and may be deemed to share voting and dispositive control over the 1,761,957 shares of Common Stock held by AP VIII.
|
CUSIP No. 4980L109
|
13G
|
Page 6 of 12 Pages
|
1
|
NAMES OF REPORTING PERSON
|
|||||
Guy Nohra
|
||||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
|
||||
(b) ý
|
||||||
3
|
SEC USE ONLY
|
|||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
|
|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
|
10,001
|
|||
6
|
SHARED VOTING POWER
|
1,761,957 (g)
|
||||
7
|
SOLE DISPOSITIVE POWER
|
10,001
|
||||
8
|
SHARED DISPOSITIVE POWER
|
1,761,957 (g)
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||||
1,771,958 (g)
|
||||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES *
|
|||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|||||
3.7% (b)
|
||||||
12
|
TYPE OF REPORTING PERSON
IN
|
(g) Nohra is a managing director of APM VIII and may be deemed to share voting and dispositive control over the 1,761,957 shares of Common Stock held by AP VIII. |
CUSIP No. 4980L109
|
13G
|
Page 7 of 12 Pages
|
Item 1. | |||
(a) | Name of Issuer: | ||
Kite Pharma, Inc. ("Issuer") | |||
(b) | Address of Issuer's Principal Executive Offices: | ||
2225 Colorado Avenue | |||
Santa Monica, California 90404 | |||
Item 2. | (a) |
Name of Person Filing:
Alta Partners VIII, L.P. (“APVIII”)
Alta Partners Management VIII, LLC (“APMVIII”)
Guy Nohra (“GN”)
Daniel Janney (“DJ”)
Farah Champsi (“FC”)
|
|
(b) |
Address of Principal Business Office:
One Embarcadero Center, Suite 3700
San Francisco, CA 94111
|
||
(c) |
Citizenship/Place of Organization:
Entities:
APVIII - Delaware
APMVIII - Delaware
Individuals:
DJ - United States
GN - United States
FC - United States
|
||
(d) |
Title of Class of Securities:
Common Stock
|
||
(e) |
CUSIP Number:
49803L109
|
||
Item 3. | Not Applicable. |
CUSIP No. 4980L109
|
13G
|
Page 8 of 12 Pages
|
Fund Entities
|
Shares Held Directly
|
Sole Voting Power
|
Shared Voting Power
|
Sole Dispositive Power
|
Shared Dispositive Power
|
Beneficial Ownership
|
Percentage of Class
|
APVIII
|
1,761,957
|
0
|
1,761,957
|
0
|
1,761,957
|
1,761,957
|
3.7%
|
APMVIII
|
0
|
0
|
1,761,957
|
0
|
1,761,957
|
1,761,957
|
3.7%
|
DJ
|
0
|
0
|
1,761,957
|
0
|
1,761,957
|
1,761,957
|
3.7%
|
GN
|
10,001
|
10,001
|
1,761,957
|
10,001
|
1,761,957
|
1,771,958
|
3.7%
|
FC
|
58,833*
|
58,833*
|
1,761,957
|
58,833*
|
1,761,957
|
1,820,790
|
3.8%
|
Item 5.
|
Ownership of Five Percent or Less of a Class
|
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following ý
|
|
Item 6.
|
Ownership of More than Five Percent on Behalf of Another Person
|
Not applicable.
|
|
Item 7.
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
|
Not applicable.
|
|
Item 8.
|
Identification and Classification of Members of the Group
|
No reporting person is a member of a group as defined in Section 240.13d-1(b)(1)(ii)(J) of the Act.
|
|
Item 9.
|
Notice of Dissolution of Group
|
Not applicable.
|
CUSIP No. 4980L109
|
13G
|
Page 9 of 12 Pages
|
Item 10.
|
Certification
|
Not applicable.
|
CUSIP No. 4980L109
|
13G
|
Page 10 of 12 Pages
|
Date:
|
February 12, 2016
|
CUSIP No. 4980L109
|
13G
|
Page 11 of 12 Pages
|
Date:
|
February 12, 2016
|
||
CUSIP No. 4980L109
|
13G
|
Page 12 of 12 Pages
|