0001140361-16-053978.txt : 20160218 0001140361-16-053978.hdr.sgml : 20160218 20160218175025 ACCESSION NUMBER: 0001140361-16-053978 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160210 FILED AS OF DATE: 20160218 DATE AS OF CHANGE: 20160218 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PROTEOSTASIS THERAPEUTICS, INC. CENTRAL INDEX KEY: 0001445283 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE BUSINESS ADDRESS: STREET 1: 200 TECHNOLOGY SQUARE CITY: CAMBRIDGE STATE: MA ZIP: 02139 BUSINESS PHONE: 617-225-0096 MAIL ADDRESS: STREET 1: 200 TECHNOLOGY SQUARE CITY: CAMBRIDGE STATE: MA ZIP: 02139 FORMER COMPANY: FORMER CONFORMED NAME: PROTEOSTASIS THERAPEUTICS INC DATE OF NAME CHANGE: 20080916 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PERRIGO SCIENCE ONE LTD. CENTRAL INDEX KEY: 0001565579 STATE OF INCORPORATION: L2 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37695 FILM NUMBER: 161439207 BUSINESS ADDRESS: STREET 1: TREASURY BUILDING, STREET 2: LOWER GRAND CANAL STREET CITY: DUBLIN STATE: L2 ZIP: L2 2 BUSINESS PHONE: 353 1 709 4000 MAIL ADDRESS: STREET 1: TREASURY BUILDING, STREET 2: LOWER GRAND CANAL STREET CITY: DUBLIN STATE: L2 ZIP: L2 2 FORMER NAME: FORMER CONFORMED NAME: Elan Science One Ltd DATE OF NAME CHANGE: 20121228 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PERRIGO CORP LTD. CENTRAL INDEX KEY: 0000737186 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731] FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37695 FILM NUMBER: 161439208 BUSINESS ADDRESS: STREET 1: TREASURY BUILDING, STREET 2: LOWER GRAND CANAL ST CITY: DUBLIN STATE: L2 ZIP: L2 2 BUSINESS PHONE: 269-673-8451 MAIL ADDRESS: STREET 1: 515 EASTERN AVENUE CITY: ALLEGAN STATE: MI ZIP: 49010 FORMER NAME: FORMER CONFORMED NAME: ELAN Corp Ltd DATE OF NAME CHANGE: 20140818 FORMER NAME: FORMER CONFORMED NAME: ELAN CORP LTD DATE OF NAME CHANGE: 19840104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ELAN PHARMA INTERNATIONAL LTD. CENTRAL INDEX KEY: 0001307004 STATE OF INCORPORATION: L2 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37695 FILM NUMBER: 161439209 BUSINESS ADDRESS: STREET 1: TREASURY BUILDING, STREET 2: LOWER GRAND CANAL STREET CITY: DUBLIN STATE: L2 ZIP: L2 2 BUSINESS PHONE: 269-673-8451 MAIL ADDRESS: STREET 1: 515 EASTERN AVENUE CITY: ALLEGAN STATE: MI ZIP: 49010 FORMER NAME: FORMER CONFORMED NAME: Elan Pharma International LTD DATE OF NAME CHANGE: 20041026 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PERRIGO HOLDINGS LTD. CENTRAL INDEX KEY: 0001323996 STATE OF INCORPORATION: L2 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37695 FILM NUMBER: 161439210 BUSINESS ADDRESS: STREET 1: TREASURY BUILDING, STREET 2: LOWER GRAND CANAL ST CITY: DUBLIN STATE: L2 ZIP: L2 2 BUSINESS PHONE: 269-673-8451 MAIL ADDRESS: STREET 1: 515 EASTERN AVENUE CITY: ALLEGAN STATE: MI ZIP: 49010 FORMER NAME: FORMER CONFORMED NAME: Elan Holdings LTD DATE OF NAME CHANGE: 20050415 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PERRIGO Co plc CENTRAL INDEX KEY: 0001585364 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] STATE OF INCORPORATION: L2 FISCAL YEAR END: 0627 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37695 FILM NUMBER: 161439211 BUSINESS ADDRESS: STREET 1: TREASURY BUILDING STREET 2: LOWER GRAND CANAL STREET CITY: DUBLIN STATE: L2 ZIP: L2 2 BUSINESS PHONE: 269-673-8451 MAIL ADDRESS: STREET 1: 515 EASTERN AVENUE CITY: ALLEGAN STATE: MI ZIP: 49010 FORMER NAME: FORMER CONFORMED NAME: PERRIGO Co Ltd DATE OF NAME CHANGE: 20130828 4 1 doc1.xml FORM 4 X0306 4 2016-02-10 0 0001445283 PROTEOSTASIS THERAPEUTICS, INC. PTI 0001585364 PERRIGO Co plc TREASURY BUILDING LOWER GRAND CANAL STREET DUBLIN L2 2 IRELAND 0 0 1 0 0001323996 PERRIGO HOLDINGS LTD. TREASURY BUILDING, LOWER GRAND CANAL STREET DUBLIN L2 2 IRELAND 0 0 1 0 0001307004 ELAN PHARMA INTERNATIONAL LTD. TREASURY BUILDING, LOWER GRAND CANAL STREET DUBLIN L2 2 IRELAND 0 0 1 0 0000737186 PERRIGO CORP LTD. TREASURY BUILDING, LOWER GRAND CANAL ST DUBLIN 2 L2 2 IRELAND 0 0 1 0 0001565579 PERRIGO SCIENCE ONE LTD. TREASURY BUILDING, LOWER GRAND CANAL STREET DUBLIN L2 2 IRELAND 0 0 1 0 Common Stock 2016-02-17 4 C 0 2416612 A 2416612 I See footnote Common Stock 2016-02-17 4 C 0 366455 A 2783067 I See footnote Common Strock 2016-02-17 4 P 0 125000 8.00 A 2908067 I See footnote Series A Convertible Redeemable Preferred Stock 2016-02-17 4 C 0 20000000 0 D Common Stock 2416612 0 I See footnote Series B Convertible Redeemable Preferred Stock 2016-02-17 4 C 0 3961459 0 D Common Stock 366455 0 I See footnote Stock Option (Right to Buy) 8 2016-02-10 4 A 0 45760 0 A 2016-02-10 Common Stock 45760 45760 I See footnote The Series A Convertible Redeemable Preferred Stock (the "Series A Shares") automatically converted on a 10.8102-to-1 basis into the Issuer's Common Stock, together with the accrued but unpaid dividends, upon closing of the Issuer's initial public offering into 2,416,612 shares of the Issuer's Common Stock. The Series A Shares did not have an expiration date. The Series B Convertible Redeemable Preferred Stock (the "Series B Shares") automatically converted on a 10.8102-to-1 basis into the Issuer's Common Stock upon closing of the Issuer's initial public offering into 366,455 shares of the Issuer's Common Stock. The Series B Shares did not have an expiration date. Perrigo Science One Ltd. ("Science") (formerly Elan Science One Ltd.) is the direct owner of these securities. Science is a direct or indirect, wholly-owned subsidiary of each of the other reporting persons. These securities were purchased in connection with the initial public offering of the Issuer. These securities shall vest and become exercisable in equal quarterly installments starting on February 10, 2016 until the option is fully vested and exercisable on February 10, 2019, subject to continued service. Perrigo Company plc ("Perrigo") and the other reporting persons named herein may be deemed to beneficially own the 45,760 options granted to Mr. Walshe in his capacity as a director of Proteostasis Therapeutics, Inc. (the "Company"). Mr. Walshe has an understanding with Perrigo pursuant to which he holds such securities for the benefit of Perrigo. /s/Todd Kingma, Secretary of Perrigo Company plc 2016-02-18 /s/Todd Kingma, Secretary of Perrigo Holdings Ltd. 2016-02-18 /s/Todd Kingma, Director of Elan Pharma International Limited 2016-02-18 /s/Todd Kingma, Secretary of Perrigo Corporation Limited 2016-02-18 /s/Todd Kingma, Secretary of Perrigo Science One Ltd. 2016-02-18