SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Vivo Capital VIII, LLC

(Last)

(First)

(Middle)

C/O VIVO CAPITAL LLC

192 LYTTON AVENUE

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/22/2021

3. Issuer Name and Ticker or Trading Symbol
IMPEL NEUROPHARMA INC [ IMPL ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series C-1 Redeemable Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	710,190	⁽¹⁾	I	See footnote⁽²⁾
Series C-1 Redeemable Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	98,068	⁽¹⁾	I	See footnote⁽³⁾
Series C-2 Redeemable Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	474,713	⁽¹⁾	I	See footnote⁽²⁾
Series C-2 Redeemable Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	65,552	⁽¹⁾	I	See footnote⁽³⁾
Series C-3 Redeemable Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	440,119	⁽¹⁾	I	See footnote⁽²⁾
Series C-3 Redeemable Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	60,813	⁽¹⁾	I	See footnote⁽³⁾
Series D Redeemable Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	315,328	⁽¹⁾	I	See footnote⁽²⁾
Series D Redeemable Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	43,550	⁽¹⁾	I	See footnote⁽³⁾

1. Name and Address of Reporting Person^*

Vivo Capital VIII, LLC

(Last)

(First)

(Middle)

C/O VIVO CAPITAL LLC

192 LYTTON AVENUE

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Vivo Capital Fund VIII, L.P.

(Last)

(First)

(Middle)

192 LYTTON AVENUE

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Vivo Capital Surplus Fund VIII, L.P.

(Last)

(First)

(Middle)

192 LYTTON AVENUE

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Each share of Series C-1, Series C-2, Series C-3 and Series D Redeemable Convertible Preferred Stock is convertible at any time at the option of the holder, without payment of additional consideration, into Common Stock, on a one share of common stock for 16.37332 preferred shares basis, has no expiration date and is expected to automatically convert into shares of Common Stock upon the closing of the Issuer's initial public offering.

2. The securities reported herein are held of record by Vivo Capital Fund VIII, L.P. Vivo Capital VIII, LLC is the general partner of Vivo Capital Fund VIII, L.P. As the managing members of Vivo Capital VIII, LLC, Frank Kung, Edgar Engleman and Shan Fu share voting and dispositive power over the shares held by Vivo Capital Fund VIII, L.P., but each disclaims beneficial ownership of such shares except to the extent of their individual pecuniary interest therein.

3. The securities reported herein are held of record by Vivo Capital Surplus Fund VIII, L.P. Vivo Capital VIII, LLC is the general partner of Vivo Capital Surplus Fund VIII, L.P. As the managing members of Vivo Capital VIII, LLC, Frank Kung, Edgar Engleman and Shan Fu share voting and dispositive power over the shares held by Vivo Capital Surplus Fund VIII, L.P., but each disclaims beneficial ownership of such shares except to the extent of their individual pecuniary interest therein.

	/s/ Frank Kung as a managing member of Vivo Capital VIII, LLC	04/22/2021
	/s/ Frank Kung, as a managing member of Vivo Capital VIII, LLC, General Parnter of Vivo Capital Fund VIII, L.P.	04/22/2021
	/s/ Frank Kung, as a managing member of Vivo Capital VIII, LLC, General Partner of Vivo Capital Surplus Fund VIII, L.P.	04/22/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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