UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series B Preferred Stock | Â (1) | Â (1) | Common Stock | 180,217 | $ (1) | I | See footnote (2) |
Series B-1 Preferred Stock | Â (1) | Â (1) | Common Stock | 472,897 | $ (1) | I | See footnote (2) |
Series C Preferred Stock | Â (1) | Â (1) | Common Stock | 561,938 | $ (1) | I | See footnote (2) |
Common Stock Warrant (Right to Buy) | Â (3) | 10/31/2016 | Common Stock | 67,685 | $ 0.024 | I | See footnote (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Kearny Venture Assoicates II LLC C/O NEOS THERAPEUTICS, INC. 2940 N. HIGHWAY 360 GRAND PRAIRIE, TX 75050 |
 |  X |  |  |
BURRILL LIFE SCIENES CAPITAL FUND III L P C/O NEOS THERAPEUTICS, INC. 2940 N. HIGHWAY 360 GRAND PRAIRIE, TX 75050 |
 |  X |  |  |
Castelein Caley C/O NEOS THERAPEUTICS, INC. 2940 N. HIGHWAY 360 GRAND PRAIRIE, TX 75050 |
 |  X |  |  |
Dalal Anupam C/O NEOS THERAPEUTICS, INC. 2940 N. HIGHWAY 360 GRAND PRAIRIE, TX 75050 |
 |  X |  |  |
Kearny Venture Associates II, LLC, by: /s/ Caley Castelein, Managing Member | 07/22/2015 | |
**Signature of Reporting Person | Date | |
Burrill Life Sciences Capital Fund III, L.P. by: its General Partner Kearny Venture Associates II, LLC, by: /s/ Caley Castelein, Managing Member | 07/22/2015 | |
**Signature of Reporting Person | Date | |
/s/ Caley Castelein | 07/22/2015 | |
**Signature of Reporting Person | Date | |
/s/ Anupam Dalal | 07/22/2015 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The Series B preferred stock, Series B-1 preferred stock and Series C preferred stock is convertible into common stock on a 2.4-for-1 basis into the number of shares of common stock as shown in column 3 at any time at the holder's election, and automatically upon the closing of the Issuer's initial public offering, such conversion pursuant to the terms of the Issuer's certficaition of incorporation (the "Split"). Prior to the Split, the preferred stock would have converted on a 1-for-1 basis pursuant to the terms of the preferred stock set forth in the Issuer's then-effective certificate of incorporation. The shares of Series B preferred stock, Series B-1 preferred stock and Series C preferred stock had no expiration date. |
(2) | The security listed in column 1 is held directly by Burrill Life Sciences Capital Fund III, L.P. ("Burrill"). Kearny Venture Associates II, LLC ("KVA II"), is the General Partner of Burrill. Caley Castelein and Anupam Dalal are the managing members of KVA II and share both voting power and disposal power over the shares. Each Reporting Person disclaims beneficial ownership of the Securities, except to the extent of its pecuniary interest therein. |
(3) | The warrant is exercisable at any time for the number of shares of common stock as shown in column 3 at any time at the holder's election. |