0001140361-18-030192.txt : 20180627
0001140361-18-030192.hdr.sgml : 20180627
20180627182002
ACCESSION NUMBER: 0001140361-18-030192
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180625
FILED AS OF DATE: 20180627
DATE AS OF CHANGE: 20180627
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Cormorant Asset Management, LP
CENTRAL INDEX KEY: 0001583977
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38542
FILM NUMBER: 18922764
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET
STREET 2: 52ND FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 857-702-0388
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET
STREET 2: 52ND FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
FORMER NAME:
FORMER CONFORMED NAME: Cormorant Asset Management, LLC
DATE OF NAME CHANGE: 20130807
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Chen Bihua
CENTRAL INDEX KEY: 0001599214
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38542
FILM NUMBER: 18922765
MAIL ADDRESS:
STREET 1: C/O CORMORANT ASSET MANAGEMENT, LP
STREET 2: 200 CLARENDON STREET, 52ND FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Cormorant Global Healthcare GP, LLC
CENTRAL INDEX KEY: 0001618451
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38542
FILM NUMBER: 18922766
BUSINESS ADDRESS:
STREET 1: 100 HIGH STREET
STREET 2: SUITE 1105
CITY: BOSTON
STATE: DC
ZIP: 02110
BUSINESS PHONE: 617-848-3429
MAIL ADDRESS:
STREET 1: 100 HIGH STREET
STREET 2: SUITE 1105
CITY: BOSTON
STATE: DC
ZIP: 02110
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Cormorant Global Healthcare Master Fund, LP
CENTRAL INDEX KEY: 0001618442
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38542
FILM NUMBER: 18922767
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET
STREET 2: 52ND FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617-848-3429
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET
STREET 2: 52ND FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Kezar Life Sciences, Inc.
CENTRAL INDEX KEY: 0001645666
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 473366145
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 4000 SHORELINE COURT, SUITE 300
CITY: SOUTH SAN FRANCISCO
STATE: CA
ZIP: 94080
BUSINESS PHONE: 650-822-5600
MAIL ADDRESS:
STREET 1: 4000 SHORELINE COURT, SUITE 300
CITY: SOUTH SAN FRANCISCO
STATE: CA
ZIP: 94080
4
1
doc1.xml
FORM 4
X0306
4
2018-06-25
1
0001645666
Kezar Life Sciences, Inc.
KZR
0001583977
Cormorant Asset Management, LP
200 CLARENDON STREET, 52ND FLOOR
BOSTON
MA
02116
0
0
1
0
0001599214
Chen Bihua
C/O CORMORANT ASSET MANAGEMENT, LLC
100 HIGH STREET, SUITE 1103
BOSTON
MA
02110
1
0
1
0
0001618451
Cormorant Global Healthcare GP, LLC
100 HIGH STREET
1 FEDERAL STREET
BOSTON
MA
02110
0
0
1
0
0001618442
Cormorant Global Healthcare Master Fund, LP
100 HIGH STREET
SUITE 1105
BOSTON
DC
02110
0
0
1
0
Common Stock
2018-06-25
4
C
0
315488
A
315488
I
See Footnote
Common Stock
2018-06-25
4
C
0
1007421
A
1322909
I
See Footnotes
Common Stock
2018-06-25
4
P
0
250000
15
A
1572909
I
See Footnotes
Series A Redeemable Convertible Preferred Stock
2018-06-25
4
C
0
315488
D
Common Stock
315488
0
D
Series B Redeemable Convertible Preferred Stock
2018-06-25
4
C
0
1007421
D
Common Stock
1007421
0
D
Shares of Series A Redeemable Convertible Preferred Stock ("Series A Preferred Stock") were convertible at any time at the holder's election, without payment of additional consideration, and had no expiration date but converted automatically upon the closing of the Issuer's initial public offering.
Shares of Series B Redeemable Convertible Preferred Stock ("Series B Preferred Stock") were convertible at any time at the holder's election, without payment of additional consideration, and had no expiration date but converted automatically upon the closing of the Issuer's initial public offering.
Shares reported herein are held by Cormorant Private Healthcare Fund I, LP (the "Fund I"), Cormorant Global Healthcare Master Fund, LP (the "Master Fund") and by a managed account (the "Account"). Cormorant Asset Management, LP ("Cormorant") serves as the investment manager of Fund I, the Master Fund and the Account. Bihua Chen serves as manager of the general partner of Cormorant. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or her pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any of the Reporting Persons is the beneficial owner of any such shares for purposes of Section 16(a) of the Securities Exchange Act of 1934 or for any other purpose.
The Series A Preferred Stock represented, on an as-converted basis (i) 265,799 shares of Common Stock held by the Master Fund, and (ii) 49,689 shares of Common Stock held by the Account.
The Series B Preferred Stock represented, on an as-converted basis (i) 803,116 shares of Common Stock held by Fund I, (ii) 169,952 shares of Common Stock held by the Master Fund, and (iii) 34,353 shares of Common Stock held by the Account.
Shares reported herein as purchased on June 25, 2018 represent (i) 216,575 shares purchased by the Master Fund, and (ii) 33,425 shares purchased by the Account.
/s/ CORMORANT GLOBAL HEALTHCARE GP, LLC By: Bihua
2018-06-27
/s/ CORMORANT ASSET MANAGEMENT, LP By: Cormorant Asset Management GP, LLC its General Partner, By: Bihua Chen, Managing Member
2018-06-27
/s/ CORMORANT GLOBAL HEALTHCARE MASTER FUND, LP By: Cormorant Global Healthcare GP, LLC, its General Partner By: Bihua Chen, Managing Member
2018-06-27
/s/ Bihua Chen
2018-06-27