0001401708-18-000009.txt : 20180103
0001401708-18-000009.hdr.sgml : 20180103
20180103181833
ACCESSION NUMBER: 0001401708-18-000009
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180101
FILED AS OF DATE: 20180103
DATE AS OF CHANGE: 20180103
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Clarus Ventures II, LLC
CENTRAL INDEX KEY: 0001431437
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35980
FILM NUMBER: 18507343
BUSINESS ADDRESS:
STREET 1: 101 MAIN STREET
STREET 2: SUITE 1210
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
BUSINESS PHONE: 617-949-2200
MAIL ADDRESS:
STREET 1: 101 MAIN STREET
STREET 2: SUITE 1210
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Clarus Ventures II GP, L.P.
CENTRAL INDEX KEY: 0001431439
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35980
FILM NUMBER: 18507344
BUSINESS ADDRESS:
STREET 1: 101 MAIN STREET
STREET 2: SUITE 1210
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
BUSINESS PHONE: 617-949-2200
MAIL ADDRESS:
STREET 1: 101 MAIN STREET
STREET 2: SUITE 1210
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Clarus Lifesciences II, L.P.
CENTRAL INDEX KEY: 0001431443
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35980
FILM NUMBER: 18507345
BUSINESS ADDRESS:
STREET 1: 101 MAIN STREET
STREET 2: SUITE 1210
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
BUSINESS PHONE: 617-949-2200
MAIL ADDRESS:
STREET 1: 101 MAIN STREET
STREET 2: SUITE 1210
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: NanoString Technologies Inc
CENTRAL INDEX KEY: 0001401708
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
IRS NUMBER: 200094687
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 530 FAIRVIEW AVENUE NORTH
CITY: SEATTLE
STATE: WA
ZIP: 98109
BUSINESS PHONE: 206-378-6266
MAIL ADDRESS:
STREET 1: 530 FAIRVIEW AVENUE NORTH
CITY: SEATTLE
STATE: WA
ZIP: 98109
4
1
wf-form4_151502149917516.xml
FORM 4
X0306
4
2018-01-01
0
0001401708
NanoString Technologies Inc
NSTG
0001431443
Clarus Lifesciences II, L.P.
C/O OF CLARUS VENTURES, LLC
101 MAIN STREET, SUITE 1210
CAMBRIDGE
MA
02142
0
0
1
0
0001431439
Clarus Ventures II GP, L.P.
C/O OF CLARUS VENTURES, LLC
101 MAIN STREET, SUITE 1210
CAMBRIDGE
MA
02142
0
0
1
0
0001431437
Clarus Ventures II, LLC
C/O OF CLARUS VENTURES, LLC
101 MAIN STREET, SUITE 1210
CAMBRIDGE
MA
02142
0
0
1
0
Common Stock
7.47
2018-01-01
4
A
0
10168
0
A
2027-12-31
Common Stock
10168.0
10168
I
See footnotes
100% of the shares subject to the Option vest on the one year anniversary of January 1, 2018. The vesting of shares subject to the Option will accelerate in full upon a "change in control" as defined in the 2013 Equity Incentive Plan.
These shares were awarded to Nicholas Galakatos, a member of the board of directors of the Issuer and an affiliate of the Reporting Persons. In accordance with the internal policies of Clarus Ventures, the options received by Dr. Galakatos must be held for the benefit of Clarus Ventures and its affiliates.
Clarus Ventures II GP, L.P. (the "GPLP"), as the sole general partner of Clarus Lifesciences II, L.P. ("Clarus"), may be deemed to beneficially own certain of the shares held of record by Clarus. The GPLP disclaims beneficial ownership of all shares held of record by Clarus in which the GPLP does not have an actual pecuniary interest. Clarus Ventures II, LLC (the "GPLLC"), as the sole general partner of the GPLP, may be deemed to beneficially own certain of the shares held of record by Clarus. The GPLLC disclaims beneficial ownership of all shares held of record by Clarus in which it does not have an actual pecuniary interest. Each of Nicholas Galakatos, a member of the board of directors, and Messrs. Henner, Liptak, Simon, Steinmetz and Wheeler, as individual Managing Directors of the GPLLC, may be deemed to beneficially own certain of the shares held of record by Clarus.
Each of Messrs. Galakatos, Henner, Liptak, Simon, Steinmetz and Wheeler disclaims beneficial ownership of all shares held of record by Clarus in which he does not have an actual pecuniary interest.
/s/ Shannon Atchison, Attorney-in-fact
2018-01-03