CUSIP No. 89610F101 |
1
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NAME OF REPORTING PERSONS
OrbiMed Advisors LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
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(a) ☐
(b) ☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (See Instructions)
AF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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☐
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||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
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SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
11,114,280
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
11,114,280
|
|||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,114,280
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
|
☐
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
22.9%*
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|||
14
|
TYPE OF REPORTING PERSON (See Instructions)
IA
|
|||
*
|
This percentage is calculated based upon 48,588,247
shares of common stock outstanding of Tricida, Inc. (the “Issuer”), as set forth in the Issuer’s Rule 424(b)(4) Prospectus filed with the Securities and Exchange Commission on April 5, 2019 and giving effect to the
additional 840,000 shares of common stock issued and sold by the Issuer to the underwriters pursuant to the underwriters’ option.
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CUSIP No. 89610F101 |
1
|
NAME OF REPORTING PERSONS
OrbiMed Capital GP V LLC
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
|
(a) ☐
(b) ☐
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS (See Instructions)
AF
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
11,114,280
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
11,114,280
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,114,280
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
|
☐
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
22.9%*
|
|||
14
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
|||
*
|
This percentage is calculated based upon 48,588,247
shares of common stock outstanding of Tricida,Inc. (the “Issuer”), as set forth in the Issuer’s Rule 424(b)(4) Prospectus filed with the Securities and Exchange Commission on April 5, 2018 and giving effect to the
additional 840,000 shares of common stock issued and sold by the Issuer to the underwriters pursuant to the underwriters’ option.
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Item 1.
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Security and Issuer
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Item 2.
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Identity and Background
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Item 3.
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Source and Amount of Funds or Other Consideration
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Item 4.
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Purpose of Transaction
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Item 6. |
Contracts, Arrangements, Understandings or Relationship with Respect to Securities of the Issuer
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Exhibit
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Description
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1.
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Joint Filing Agreement among OrbiMed Advisors LLC and OrbiMed Capital GP V LLC.
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2.
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Form of Lock-Up Agreement (incorporated by reference to Annex III of Exhibit 1.1 to the Issuer’s
Registration Statement on Form S-1 (SEC 333-225420), filed with the SEC on June 25, 2018).
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3.
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Amended and Restated Investors’ Rights Agreement by and among the Issuer and each of the persons listed on Schedule A
thereto, dated as of November 7, 2017 (incorporated by reference to Exhibit 4.1 to the Issuer’s Registration Statement on Form S-1 (SEC 333-230657), filed with the SEC on April 1, 2019).
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OrbiMed Advisors LLC
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By:
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/s/ Jonathan T. Silverstein
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Name:
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Jonathan T. Silverstein
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Title:
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Member of OrbiMed Advisors LLC
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By:
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/s/ Sven H. Borho
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Name:
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Sven H. Borho
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Title:
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Member of OrbiMed Advisors LLC
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By:
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/s/ Carl L. Gordon
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Name:
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Carl L. Gordon
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Title:
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Member of OrbiMed Advisors LLC
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OrbiMed Capital GP V LLC
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By:
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OrbiMed Advisors LLC
its Managing Member
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By:
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/s/ Jonathan T. Silverstein
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Name:
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Jonathan T. Silverstein
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Title:
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Member of OrbiMed Advisors LLC
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By:
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/s/ Sven H. Borho
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Name:
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Sven H. Borho
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||
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Title:
|
Member of OrbiMed Advisors LLC
|
||
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By:
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/s/ Carl L. Gordon
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Name:
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Carl L. Gordon
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Title:
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Member of OrbiMed Advisors LLC
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Name
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Position with Reporting
Person
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Principal Occupation
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Carl L. Gordon
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Member
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Member
OrbiMed Advisors LLC
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Sven H. Borho
German and Swedish Citizen
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Member
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Member
OrbiMed Advisors LLC
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Jonathan T. Silverstein
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Member
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Member
OrbiMed Advisors LLC
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W. Carter Neild
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Member
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Member
OrbiMed Advisors LLC
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Geoffrey C. Hsu
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Member
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Member
OrbiMed Advisors LLC
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Evan D. Sotiriou
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Chief Financial Officer
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Chief Financial Officer
OrbiMed Advisors LLC
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Exhibit
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Description
|
1.
|
Joint Filing Agreement among OrbiMed Advisors LLC and OrbiMed Capital GP V LLC.
|
2.
|
Form of Lock-Up Agreement (incorporated by reference to Annex III of Exhibit 1.1 to the Issuer’s
Registration Statement on Form S-1 (SEC 333-225420), filed with the SEC on June 25, 2018).
|
3.
|
Amended and Restated Investors’ Rights Agreement by and among the Issuer and each of the persons listed on Schedule A
thereto, dated as of November 7, 2017 (incorporated by reference to Exhibit 4.1 to the Issuer’s Registration Statement on Form S-1 (SEC 333-230657), filed with the SEC on April 1, 2019).
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OrbiMed Advisors LLC
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|
||
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||
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By:
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/s/ Jonathan T. Silverstein
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||
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Name:
|
Jonathan T. Silverstein
|
||
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Title:
|
Member of OrbiMed Advisors LLC
|
||
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|
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|
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By:
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/s/ Sven H. Borho
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||
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Name:
|
Sven H. Borho
|
||
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Title:
|
Member of OrbiMed Advisors LLC
|
||
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||
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By:
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/s/ Carl L. Gordon
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Name:
|
Carl L. Gordon
|
||
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Title:
|
Member of OrbiMed Advisors LLC
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OrbiMed Capital GP V LLC
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By:
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OrbiMed Advisors LLC
its Managing Member
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By:
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/s/ Jonathan T. Silverstein
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Name:
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Jonathan T. Silverstein
|
||
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Title:
|
Member of OrbiMed Advisors LLC
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By:
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/s/ Sven H. Borho
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Name:
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Sven H. Borho
|
||
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Title:
|
Member of OrbiMed Advisors LLC
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By:
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/s/ Carl L. Gordon
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||
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Name:
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Carl L. Gordon
|
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Title:
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Member of OrbiMed Advisors LLC
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