0001567619-18-005006.txt : 20181102 0001567619-18-005006.hdr.sgml : 20181102 20181102160441 ACCESSION NUMBER: 0001567619-18-005006 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20181031 FILED AS OF DATE: 20181102 DATE AS OF CHANGE: 20181102 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: 001-38721 FILM NUMBER: 181156987 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: 001-38721 FILM NUMBER: 181156988 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: 001-38721 FILM NUMBER: 181156989 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: 001-38721 FILM NUMBER: 181156990 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: Axonics Modulation Technologies, Inc. CENTRAL INDEX KEY: 0001603756 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 454744083 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 26 TECHNOLOGY DRIVE CITY: IRVINE STATE: CA ZIP: 92618 BUSINESS PHONE: 949-396-6322 MAIL ADDRESS: STREET 1: 26 TECHNOLOGY DRIVE CITY: IRVINE STATE: CA ZIP: 92618 4 1 doc1.xml FORM 4 X0306 4 2018-10-31 1 0001603756 Axonics Modulation Technologies, Inc. AXNX 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, LP 200 CLARENDON STREET, 52ND FLOOR BOSTON MA 02116 1 0 1 0 0001618451 Cormorant Global Healthcare GP, LLC 200 CLARENDON STREET, 52ND FLOOR BOSTON MA 02116 0 0 1 0 0001618442 Cormorant Global Healthcare Master Fund, LP 200 CLARENDON STREET, 52ND FLOOR BOSTON MA 02116 0 0 1 0 Common Stock 2018-10-31 4 C 0 599999 A 599999 I See Footnote Common Stock 2018-10-31 4 C 0 552495 A 1152494 I See Footnotes Common Stock 2018-10-31 4 P 0 133333 15.00 A 1285827 I See Footnotes Series B-2 Convertible Preferred Stock 2018-10-31 4 C 0 599999 D Common Stock 599999 0 D Series C Convertible Preferred Stock 2018-10-31 4 C 0 552495 D Common Stock 552495 0 D Shares of Series B-2 Convertible Preferred Stock ("Series B-2 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 C Convertible Preferred Stock ("Series C 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 Global Healthcare Master Fund, LP (the "Master Fund"), Cormorant Private Healthcare Fund I, LP (the "Fund I"), and a managed account (the "Account"). Cormorant Asset Management, LP ("Cormorant") serves as the investment manager of the Master Fund, Fund I, 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 B-2 Preferred Stock represented, on an as-converted basis (i) 126,375 shares of Common Stock held by the Master Fund, (ii) 450,000 shares of Common Stock held by Fund I, and (iii) 23,624 shares of Common Stock held by the Account. The Series C Preferred Stock represented, on an as-converted basis (i) 96,985 shares of Common Stock held by the Master Fund, (ii) 435,788 shares of Common Stock held by Fund I, and (iii) 19,722 shares of Common Stock held by the Account. Shares reported herein as purchased on October 31, 2018 represent (i) 122,853 shares purchased by the Master Fund, and (ii) 10,480 shares purchased by the Account. /s/ CORMORANT GLOBAL HEALTHCARE GP, LLC By: Bihua 2018-11-02 /s/ CORMORANT ASSET MANAGEMENT, LP By: Cormorant Asset Management GP, LLC its General Partner, By: Bihua Chen, Managing Member 2018-11-02 /s/ CORMORANT GLOBAL HEALTHCARE MASTER FUND, LP By: Cormorant Global Healthcare GP, LLC, its General Partner By: Bihua Chen, Managing Member 2018-11-02 /s/ Bihua Chen 2018-11-02