0000902664-17-002229.txt : 20170508 0000902664-17-002229.hdr.sgml : 20170508 20170508185658 ACCESSION NUMBER: 0000902664-17-002229 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170504 FILED AS OF DATE: 20170508 DATE AS OF CHANGE: 20170508 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: IMMUNOMEDICS INC CENTRAL INDEX KEY: 0000722830 STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835] IRS NUMBER: 611009366 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 300 AMERICAN RD CITY: MORRIS PLAINS STATE: NJ ZIP: 07950 BUSINESS PHONE: 9736058200 MAIL ADDRESS: STREET 1: 300 AMERICAN ROAD CITY: MORRIS PLAINS STATE: NJ ZIP: 07950 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: venBio Select Advisor LLC CENTRAL INDEX KEY: 0001633313 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-12104 FILM NUMBER: 17823952 BUSINESS ADDRESS: STREET 1: 120 WEST 45TH STREET STREET 2: SUITE 2802 CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-937-4975 MAIL ADDRESS: STREET 1: 120 WEST 45TH STREET STREET 2: SUITE 2802 CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Aghazadeh Behzad CENTRAL INDEX KEY: 0001701815 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-12104 FILM NUMBER: 17823953 MAIL ADDRESS: STREET 1: C/O VENBIO SELECT ADVISOR LLC STREET 2: 120 W. 45TH STREET, 28TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 4 1 p17-1181form4.xml BEHZAD AGHAZADEH X0306 4 2017-05-04 0 0000722830 IMMUNOMEDICS INC IMMU 0001701815 Aghazadeh Behzad C/O VENBIO SELECT ADVISOR LLC 120 W. 45TH STREET, 28TH FLOOR NEW YORK NY 10036 1 0 0 1 See Remarrks 0001633313 venBio Select Advisor LLC 120 WEST 45TH STREET SUITE 2802 NEW YORK NY 10036 1 0 0 0 Series A-1 Convertible Preferred Stock, par value $0.01 5.41 2017-05-04 4 A 0 184000 125.00 A Common Stock, par value $0.01 per share ("Common Stock") 4251386 184000 I See footnotes These shares of Series A-1 Convertible Preferred Stock are automatically convertible into shares of common stock, par value $0.01 per share (the "Common Stock") upon approval by the Issuer's stockholders to increase the number of the Issuer's authorized shares of Common Stock to enable conversion of all outstanding shares of Series A-1 Convertible Preferred Stock. As of the date hereof, approval by stockholders of the Issuer has not been obtained and, accordingly, the Series A-1 Convertible Preferred Stock is not currently convertible. The securities reported herein are held on behalf of accounts managed by venBio Select Advisor LLC, a Delaware limited liability company (the "Investment Manager") and venBio Select Fund LLC, a Delaware limited liability company, a fund managed by the Investment Manager. Behzad Aghazadeh ("Dr. Aghazadeh," and together with the Investment Manager, the "Reporting Persons") serves as the portfolio manager and controlling person of the Investment Manager. The filing of this statement shall not be deemed an admission that either of the Reporting Persons is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise. Each of the Reporting Persons expressly disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein. The Investment Manager may be deemed to be a director by deputization of Immunomedics, Inc. (the "Issuer") by virtue of the fact that Dr. Agahazadeh currently serves on the board of directors of the Issuer. venBio Select Advisor LLC, by: /s/ Scott Epstein, its Chief Financial Officer & Chief Compliance Officer 2017-05-08 /s/ Behzad Aghazadeh 2017-05-08