0001209191-15-034445.txt : 20150415 0001209191-15-034445.hdr.sgml : 20150415 20150415211106 ACCESSION NUMBER: 0001209191-15-034445 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150415 FILED AS OF DATE: 20150415 DATE AS OF CHANGE: 20150415 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: KEMPHARM, INC CENTRAL INDEX KEY: 0001434647 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 205894398 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2656 CROSSPARK ROAD, SUITE 100 CITY: CORALVILLE STATE: IA ZIP: 52241 BUSINESS PHONE: 319-665-2575 MAIL ADDRESS: STREET 1: 2656 CROSSPARK ROAD, SUITE 100 CITY: CORALVILLE STATE: IA ZIP: 52241 FORMER COMPANY: FORMER CONFORMED NAME: KEMPHARM INC DATE OF NAME CHANGE: 20080507 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Plooster Matthew R CENTRAL INDEX KEY: 0001638364 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36913 FILM NUMBER: 15773042 MAIL ADDRESS: STREET 1: 2656 CROSSPARK ROAD STREET 2: SUITE 100 CITY: CORALVILLE STATE: IA ZIP: 52241 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2015-04-15 0 0001434647 KEMPHARM, INC KMPH 0001638364 Plooster Matthew R C/O KEMPHARM, INC. 2656 CROSSPARK ROAD, SUITE 100 CORALVILLE IA 52241 1 0 0 0 Series C Convertible Preferred Stock Common Stock 25642 D Series C Convertible Preferred Stock Common Stock 8381 I By TD Ameritrade Clearing Inc. Custodian FBO Matthew Ryan Plooster Roth IRA, as trustee Series D Convertible Preferred Stock Common Stock 8456 D Warrant to Purchase Common Stock (right to buy) 3.90 2016-03-23 Common Stock 3572 D Warrant to Purchase Series D Preferred Stock (right to buy) 0.78 Common Stock 384 D Series A Convertible Preferred Stock Common Stock 1701011 I By Bridgepoint Investment Partners I LLLP Series B Convertible Preferred Stock Common Stock 1511279 I By Bridgepoint Investment Partners I LLLP Immediately convertible into shares of the Issuer's Common Stock at the Reporting Person's election. The shares will automatically convert into 3,418 shares of the Issuer's Common Stock immediately upon the closing of a Qualified Public Offering (as defined in the Issuer's Restated Certificate of Incorporation). The shares will automatically convert into 1,117 shares of the Issuer's Common Stock immediately upon the closing of a Qualified Public Offering. The shares will automatically convert into 1,127 shares of the Issuer's Common Stock immediately upon the closing of a Qualified Public Offering. The shares do not have an expiration date. Immediately exercisable. The warrant will automatically convert into a warrant to purchase 51 shares of the Issuer's Common Stock at an exercise price of $5.85 per share immediately upon the closing of a Qualified Public Offering. The warrant expires as of 5:00 p.m. C.S.T. on the earliest of (i) June 2, 2019 and (ii) the effective date of the closing of a Company Sale Transaction (as such term is defined in the warrant). The shares will automatically convert into 226,801 shares of the Issuer's Common Stock immediately upon the closing of a Qualified Public Offering. The shares directly held by Bridgepoint Investment Partners I LLLP, or Bridgepoint, are indirectly held by its general partner, Bridgepoint Capital Partners, LLP, or BPCP. The individual managers of BPCP are Matthew R. Plooster and Adam S. Claypool. Matthew R. Plooster and Adam S. Claypool share voting and dispositive power with regard to the shares directly held by Bridgepoint. The shares will automatically convert into 201,503 shares of the Issuer's Common Stock immediately upon the closing of a Qualified Public Offering. /s/ James C.T. Linfield, Attorney-in-Fact 2015-04-15 EX-24 2 attachment1.htm EX-24 DOCUMENT

                                                                      Exhibit 24

                                POWER OF ATTORNEY

        Know all by these presents that the undersigned hereby constitutes and
appoints each of Travis Mickle, Gordon Johnson, James C.T. Linfield and Matthew
P. Dubofsky, signing individually, the undersigned's true and lawful
attorneys-in fact and agents to:

               (1)  execute for and on behalf of the undersigned, an officer,
        director or holder of 10% of more of a registered class of
        securities of KemPharm, Inc. (the "Company"), Forms 3, 4 and 5 in
        accordance with Section 16(a) of the Securities Exchange Act of 1934, as
        amended (the "Exchange Act") and the rules thereunder;

               (2)  do and perform any and all acts for and on behalf of the
        undersigned that may be necessary or desirable to complete and
        execute such Forms 3, 4 or 5, complete and execute any amendment or
        amendments thereto, and timely file such forms or amendments with the
        United States Securities and Exchange Commission and any stock exchange
        or similar authority; and

               (3)  take any other action of any nature whatsoever in
        connection with the foregoing that, in the opinion of such
        attorney-in-fact, may be of benefit, in the best interest of, or legally
        required by, the undersigned, it being understood that the documents
        executed by 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
attorney-in-fact, or such attorney-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 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 Exchange Act.

        This Power of Attorney shall remain in full force and effect until the
earliest to occur of (a) 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, (b) revocation by the undersigned in a signed
writing delivered to the foregoing attorneys-in-fact or (c) as to any
attorney-in-fact individually, until such attorney-in-fact shall no longer be
employed by the Company or Cooley LLP, as applicable.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 3rd day of March, 2015.

                                        /s/ Matthew R. Plooster
                                        ----------------------------------------
                                        Matthew R. Plooster