0001127602-19-011935.txt : 20190318
0001127602-19-011935.hdr.sgml : 20190318
20190318175245
ACCESSION NUMBER: 0001127602-19-011935
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20190315
FILED AS OF DATE: 20190318
DATE AS OF CHANGE: 20190318
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Ratcliffe Liam
CENTRAL INDEX KEY: 0001547100
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37568
FILM NUMBER: 19689546
MAIL ADDRESS:
STREET 1: C/O NEW LEAF VENTURE PARTNERS
STREET 2: 7 TIMES SQUARE - SUITE 3502
CITY: NEW YORK
STATE: NY
ZIP: 10036
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Edge Therapeutics, Inc.
CENTRAL INDEX KEY: 0001472091
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 264231384
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 300 CONNELL DRIVE
STREET 2: SUITE 4000
CITY: BERKELEY HEIGHTS
STATE: NJ
ZIP: 07922
BUSINESS PHONE: 800-208-3343
MAIL ADDRESS:
STREET 1: 300 CONNELL DRIVE
STREET 2: SUITE 4000
CITY: BERKELEY HEIGHTS
STATE: NJ
ZIP: 07922
4
1
form4.xml
PRIMARY DOCUMENT
X0306
4
2019-03-15
1
0001472091
Edge Therapeutics, Inc.
EDGE
0001547100
Ratcliffe Liam
C/O NEW LEAF VENTURES
TIMES SQ. TWR., 7 TIMES SQUARE, STE 3502
NEW YORK
NY
10036
1
Common Stock
2019-03-15
4
M
0
10000
0
A
10000
D
Common Stock
1172434
I
See footnote
Common Stock
1172434
I
See Footnote
Restricted Stock Units
2019-03-15
4
M
0
10000
0
D
Common Stock
10000
0
D
Vesting of RSUs granted to the Reporting Person on August 14, 2018.
New Leaf Growth Fund I, L.P. ("NLG I") is the direct beneficial owner of the securities reported. New Leaf Growth Associates I, L.P. ("NLG Growth Associates") is the sole general partner of NLG I. New Leaf Venture Management III, L.L.C. ("NLV Management III") is the sole general partner of NLG Growth Associates. New Leaf Venture Partners, L.L.C. (the "Management Company") is the Management Company of NLG I. Philippe Chambon, Jeani Delagardelle, Ronald Hunt, Vijay Lathi and Liam Ratcliffe are the Managers of NLV Management III. These individuals and Craig L. Slutzkin are officers of the Management Company. The Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities held by NLG I in which such Reporting Person has no pecuniary interest.
Cancel
New Leaf Ventures III, L.P. ("NLV III") is the direct beneficial owner of the securities reported. New Leaf Venture Associates III, L.P. ("NLV Associates III") is the sole general partner of NLV III. New Leaf Venture Management III, L.L.C. ("NLV Management III") is the sole general partner of NLV Associates III. New Leaf Venture Partners, L.L.C. (the "Management Company") is the Management Company of NLV III. Philippe Chambon, Jeani Delagardelle, Ronald Hunt, Vijay Lathi and Liam Ratcliffe are the Managers of NLV Management III. These individuals and Craig L. Slutzkin are officers of the Management Company. The Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities held by NLV III in which such Reporting Person has no pecuniary interest.
Each restricted stock unit represents a contingent right to receive one share of Edge common stock upon the vesting of such unit.
These restricted stock units shall become exercisable upon the achievement of certain performance or time based criteria.
Expiration date is not applicable as the vested restricted stock units shall be settled on the first business day following the date that such restricted stock units vest.
/s/ Andrew Saik, attorney-in-fact
2019-03-18
EX-24
2
doc1.txt
POWER OF ATTORNEY (PUBLIC): POWER OF ATTORNEY
LIMITED POWER OF ATTORNEY
Know all by these presents, that the undersigned hereby makes, constitutes and
appoints each of Andrew Saik, William Shatynski and W. Bradford Middlekauff,
as the undersigned's true and lawful attorney-in-fact, with full
power and authority as hereinafter described on behalf of and in the name,
place and stead of the undersigned to:
(1) prepare, execute on behalf of the undersigned and submit to the U.S.
Securities and Exchange Commission (the ?SEC?), with respect to the securities
of Edge Therapeutics Inc., a Delaware corporation (the ?Company?) a Form ID,
including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to make
electronic filings with the SEC of reports required by Section 13 and
Section 16(a) of the Securities Exchange Act of 1934 (the ?Exchange Act?) or
any rule or regulation of the SEC;
(2) execute for and on behalf of the undersigned, with respect to the
securities of the Company, any required (i) Schedules 13D and 13G in
accordance with Section 13 of the Exchange Act and the rules thereunder,
(ii) Forms 3, 4 and 5 in accordance with Section 16(a) of the Exchange Act
and the rules thereunder, and (iii) Form 144 under Rule 144 of the Securities
Act of 1933;
(3) do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such Schedule
13D or 13G, Form 3, 4, 5, or 144 and complete and execute any amendment or
amendments thereto, and timely file any such form with the SEC and any stock
exchange or similar authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit
to, 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, hereby ratifying and confirming all that such attorney
-in-fact shall lawfully do or cause or have caused 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 [his/her] request, are not assuming any
of the undersigned?s responsibilities to comply with Section 13 and 16 of the
Securities Exchange Act of 1934 and Rule 144 of the Securities Act of 1933.
This Power of Attorney supersedes any power of attorney previously
executed by the undersigned regarding the purposes outlined in the first
paragraph hereof (?Prior Powers of Attorney?), and the authority of the
attorneys-in-fact named in any Prior Powers of Attorney is hereby revoked.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Schedules 13D and 13G, and Forms
3, 4, 5 and 144 with respect to the securities of the Company held by the
undersigned, unless earlier revoked by the undersigned in a signed writing
delivered to such attorney-in-fact.
[signature page follows]
IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney
to be executed as of this 21st day of February, 2019.
By: /s/ Liam Ratcliffe
Name: Liam Ratcliffe