0001551986-20-000295.txt : 20201103 0001551986-20-000295.hdr.sgml : 20201103 20201103161448 ACCESSION NUMBER: 0001551986-20-000295 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20201030 FILED AS OF DATE: 20201103 DATE AS OF CHANGE: 20201103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OrbiMed Israel GP Ltd. CENTRAL INDEX KEY: 0001569590 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37797 FILM NUMBER: 201283645 BUSINESS ADDRESS: STREET 1: 89 MEDINAT HAYEHUDIM STREET, 11TH FLOOR CITY: HERZLIYA STATE: L3 ZIP: 46766 BUSINESS PHONE: 212-739-6400 MAIL ADDRESS: STREET 1: 601 LEXINGTON AVENUE, 54TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022-4629 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OrbiMed Israel BioFund GP Limited Partnership CENTRAL INDEX KEY: 0001569821 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37797 FILM NUMBER: 201283646 BUSINESS ADDRESS: STREET 1: 89 MEDINAT HAYEHUDIM STREET, 11TH FLOOR CITY: HERZLIYA STATE: L3 ZIP: 46766 BUSINESS PHONE: 212-739-6400 MAIL ADDRESS: STREET 1: 601 LEXINGTON AVENUE, 54TH FLOOR CITY: NEW YORK STATE: NY ZIP: 1022-4629 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: 9 METERS BIOPHARMA, INC. CENTRAL INDEX KEY: 0001551986 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 273948465 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 8480 HONEYCUTT ROAD STREET 2: SUITE 120 CITY: RALEIGH STATE: NC ZIP: 27615 BUSINESS PHONE: 919-275-1933 MAIL ADDRESS: STREET 1: 8480 HONEYCUTT ROAD STREET 2: SUITE 120 CITY: RALEIGH STATE: NC ZIP: 27615 FORMER COMPANY: FORMER CONFORMED NAME: INNOVATE BIOPHARMACEUTICALS, INC. DATE OF NAME CHANGE: 20180201 FORMER COMPANY: FORMER CONFORMED NAME: Monster Digital, Inc. DATE OF NAME CHANGE: 20150930 FORMER COMPANY: FORMER CONFORMED NAME: Tandon Digital, Inc. DATE OF NAME CHANGE: 20120611 4 1 wf-form4_160443807542838.xml FORM 4 X0306 4 2020-10-30 0 0001551986 9 METERS BIOPHARMA, INC. NMTR 0001569590 OrbiMed Israel GP Ltd. C.O 9 METERS BIOPHARMA, INC. 8480 HONEYCUTT RD, STE 120 RALEIGH NC 27615 1 0 1 0 0001569821 OrbiMed Israel BioFund GP Limited Partnership C/O 9 METERS BIOPHARMA, INC. 8480 HONEYCUTT RD, STE 120 RALEIGH NC 27615 1 0 1 0 Common stock 2020-10-30 4 J 0 1943734 0 A 25716755 I see footnote The shares of common stock of the Issuer reported on this Form 4 were released from escrow pursuant to Section 1.12 of that certain Agreement and Plan of Merger and Reorganization dated as of October 6, 2019 (as amended by Amendment No. 1 thereto, dated as of December 17, 2019). The Reporting Person's right to receive such escrowed shares became fixed and irrevocable on October 30, 2020, the six-month anniversary of the closing date of the merger. These securities are owned directly by OrbiMed Israel Partners Limited Partnership ("OIP"). OrbiMed Israel BioFund GP Limited Partnership ("OrbiMed BioFund") is the general partner of OIP, and OrbiMed Israel GP Ltd. ("OrbiMed Israel") is the general partner of OrbiMed BioFund. By virtue of such relationships, OrbiMed Israel and OrbiMed BioFund may be deemed to have voting and investment power with respect to the securities held by OIP and as a result may be deemed to beneficially own such securities for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). OrbiMed Israel exercises this investment and voting power through a management committee comprised of Carl L. Gordon, Jonathan T. Silverstein, Nissim Darvish, Anat Naschitz, and Erez Chimovits, each of whom disclaims beneficial ownership of the shares held by OIP. This report on Form 4 is jointly filed by OrbiMed Israel and OrbiMed BioFund. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Exchange Act, except to the extent of its pecuniary interest therein, if any. The Reporting Persons have designated a representative, currently Nissim Darvish, to serve on the Issuer's board of directors. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purposes of Section 16 of the Exchange Act, or for any other purposes. /s/ Edward J. Sitar, as power of attorney 2020-11-03