SteadyMed Ltd.
|
(Name of Issuer)
|
Ordinary Shares, nominal value NIS $0.01 per share
|
(Title of Class of Securities)
|
M84920103
|
(CUSIP Number)
|
OrbiMed Advisors LLC
OrbiMed Advisors Israel II Limited
OrbiMed Israel II GP, L.P.
OrbiMed Capital GP VI LLC
Samuel D. Isaly
601 Lexington Avenue, 54th Floor
New York, NY 10022
Telephone: (212) 739-6400
|
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
|
August 4, 2016
|
(Date of Event which Requires Filing of this Statement)
|
*
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The remainder of this cover page shall be filled out for a Reporting Person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
|
CUSIP No. M84920103
|
|
1
|
NAME OF REPORTING PERSONS
OrbiMed Advisors LLC
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) o
|
|
||
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)
|
o
|
||
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
3,072,196(1)
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
3,072,196(1)
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,072,196(1)
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
14.2%(2)
|
|||
14
|
TYPE OF REPORTING PERSON (See Instructions)
IA
|
CUSIP No. M84920103
|
1
|
NAME OF REPORTING PERSONS
OrbiMed Advisors Israel II Limited
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) o
|
|
||
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)
|
o
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
3,072,196(1)
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
3,072,196(1)
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,072,196(1)
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
14.2%(2)
|
|||
14
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
CUSIP No. M84920103
|
1
|
NAME OF REPORTING PERSONS
OrbiMed Israel GP II, L.P.
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) o
|
|
||
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)
|
o
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
3,072,196(1)
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
3,072,196(1)
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,072,196(1)
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
14.2%(2)
|
|||
14
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
CUSIP No. M84920103
|
1
|
NAME OF REPORTING PERSONS
OrbiMed Capital GP VI LLC
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) o
|
|
||
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)
|
o
|
||
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
3,072,196(1)
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
3,072,196(1)
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,072,196(1)
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
14.2%(2)
|
|||
14
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
CUSIP No. M84920103
|
1
|
NAME OF REPORTING PERSONS
Samuel D. Isaly
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) o
|
|
||
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)
|
o
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
3,072,196(1)
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
3,072,196(1)
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,072,196(1)
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
14.2%(2)
|
|||
14
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
Item 2.
|
Identity and Background
|
Item 3.
|
Source and Amount of Funds or Other Consideration
|
Item 4.
|
Purpose of Transaction
|
Item 5.
|
Interest in Securities of the Issuer
|
Item 6.
|
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
|
Exhibit
|
Title
|
|
N
|
Joint Filing Agreement, dated as of January 23, 2015, by and among OrbiMed Advisors LLC, OrbiMed Advisors Israel II Limited, OrbiMed Israel GP II, L.P., OrbiMed Capital GP VI LLC and Samuel D. Isaly.
|
Dated: August 12, 2016 |
ORBIMED ADVISORS LLC
|
||
By:
|
/s/ Samuel D. Isaly
|
||
Samuel D. Isaly | |||
Managing Member |
ORBIMED ADVISORS ISRAEL II LIMITED
|
|||
By:
|
/s/ Carl L. Gordon
|
||
Carl L. Gordon
|
|||
Director |
ORBIMED ISRAEL GP II, L.P.
|
||||
By:
|
ORBIMED ADVISORS ISRAEL II LIMITED,
its general partner
|
|||
By: | /s/ Carl L. Gordon | |||
Carl L. Gordon | ||||
Director |
ORBIMED CAPITAL GP III LLC
|
|||
By:
|
ORBIMED ADVISORS LLC,
its managing member
|
||
By: | /s/ Samuel D. Isaly | ||
Samuel D. Isaly | |||
Managing Member | |||
SAMUEL D. ISALY
|
|||
By:
|
/s/ Samuel D. Isaly
|
||
Samuel D. Isaly |
Name
|
Position with Reporting Person
|
Principal Occupation
|
Samuel D. Isaly
|
Managing Member
|
Managing Member
OrbiMed Advisors LLC
|
Carl L. Gordon
|
Member
|
Member
OrbiMed Advisors LLC
|
Sven H. Borho
German and Swedish Citizen
|
Member
|
Member
OrbiMed Advisors LLC
|
Jonathan T. Silverstein
|
Member
|
Member
OrbiMed Advisors LLC
|
W. Carter Neild
|
Member
|
Member
OrbiMed Advisors LLC
|
Geoffrey C. Hsu
|
Member
|
Member
OrbiMed Advisors LLC
|
Evan D. Sotiriou
|
Chief Financial Officer
|
Chief Financial Officer
OrbiMed Advisors LLC
|
Name
|
Position with Reporting Person
|
Principal Occupation
|
Carl L. Gordon
|
Director
|
Director
OrbiMed Advisors Israel II Limited
|
Jonathan T. Silverstein
|
Director
|
Director
OrbiMed Advisors Israel II Limited
|
Nissim Darvish
|
Director
|
Director
OrbiMed Advisors Israel II Limited
|
Dated: August 12, 2016
|
ORBIMED ADVISORS LLC
|
||
By:
|
/s/ Samuel D. Isaly
|
||
Samuel D. Isaly | |||
Managing Member |
ORBIMED ADVISORS ISRAEL II LIMITED
|
|||
By:
|
/s/ Carl L. Gordon
|
||
Carl L. Gordon
|
|||
Director |
ORBIMED ISRAEL GP II, L.P.
|
||||
By:
|
ORBIMED ADVISORS ISRAEL II LIMITED,
its general partner
|
|||
By: | /s/ Carl L. Gordon | |||
Carl L. Gordon | ||||
Director |
ORBIMED CAPITAL GP VI LLC
|
|||
By:
|
ORBIMED ADVISORS LLC,
its managing member
|
||
By: | /s/ Samuel D. Isaly | ||
Samuel D. Isaly | |||
Managing Member | |||
SAMUEL D. ISALY
|
|||
By:
|
/s/ Samuel D. Isaly
|
||
Samuel D. Isaly |