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 or Section 30(h) of the Investment Company Act of 1940 |
|
| ||||||||||||||||||||||||||||||
|
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) |
||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series B Preferred Stock | (1) | (1) | Common Stock | 524,998 | $ (2) | I | See Footnote (3) (4) |
Series C Preferred Stock | (1) | (1) | Common Stock | 169,306 | $ (5) | I | See Footnote (4) (6) |
Series D Preferred Stock | (1) | (1) | Common Stock | 261,314 | $ (7) | I | See Footnote (4) (8) |
Common Stock Warrants (right to buy) | 01/01/2015 | 06/06/2019 | Common Stock | 89,172 | $ (9) | I | See Footnote (4) (10) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
IPSA (INNOVEN PARTENAIRES S.A.) 10 RUE DE LA PAIX PARIS, I0 75002 |
X |
/s/ Authorized Signatory* | 02/12/2015 | |
**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) | Innoven 2002 FCPI No6, Innoven 2003 FCPI No7, FCPI Innoven Europe, FCPI Innoven Europe 2, FCPI Innoven Europe 3, FCPI Innoven Capital, FCPI Innoven Capital 2, FCPI Poste Innovation, FCPI Poste Innovation 2, FCPI Poste Innovation 3, FCPI Poste Innovation 5, FCPI Poste Innovation 6, FCPI Poste Innovation 9 and FCPI La Banque Postale Innovation 1 (collectively, the "Funds") hold shares in Issuer's wholly owned subsidiary, EyeGate Pharma S.A.S. ("Subsidiary Stock"). The Subsidiary Stock is automatically exchanged into Issuer's Preferred Stock immediately prior to the closing of the Issuer's initial public offering, which will automatically convert into Common Stock immediately prior to the closing of Issuer's initial public offering. There is no expiration date for any series of Preferred Stock. |
(2) | All outstanding shares of the Issuer's Series B Preferred Stock will automatically convert on a 10.94-for-one basis into Common Stock as shown in column 3 immediately upon the closing of the Issuer's initial public offering, for no additional consideration. |
(3) | Represents 26,994, 71,111, 16,416, 711,099, 428,115, 599,019, 817,685, 2,203,862, 885,941, and 4,288 shares held by Innoven 2002 FCPI No6, Innoven 2003 FCPI No7, FCPI Innoven Europe, FCPI Poste Innovation, FCPI Poste Innovation 2, FCPI Poste Innovation 3, FCPI Poste Innovation 5, FCPI Poste Innovation 6, FCPI Poste Innovation 9, and FCPI La Banque Postale Innovation 1, respectively. |
(4) | Innoven Partenaires S.A. ("IPSA") is the manager of each of the Funds. Voting and investment power over the shares held by each of the Funds may be deemed to be shared with IPSA. Each of Jean-Michel Paulhac ("Paulhac") and Thomas Balland ("Balland ") are directors of IPSA. Each of Paulhac and Balland disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their pecuniary interest therein. |
(5) | All outstanding shares of the Issuer's Series C Preferred Stock will automatically convert on a 9.60-for-one basis into Common Stock as shown in column 3 immediately upon the closing of the Issuer's initial public offering, for no additional consideration. |
(6) | Represents 324,574, 31,532, 217,235, 89,946, 139,349, 269,507 and 786,837 shares held by FCPI Innoven Europe, FCPI Innoven Europe 2, FCPI Poste Innovation, FCPI Poste Innovation 2, FCPI Poste Innovation 3, FCPI Poste Innovation 5 and FCPI La Banque Postale Innovation 1, respectively. |
(7) | All outstanding shares of the Issuer's Series D Preferred Stock will automatically convert on a 10.96-for-one basis into Common Stock as shown in column 3 immediately upon the closing of the Issuer's initial public offering, for no additional consideration. |
(8) | Represents 1,163, 527,940, 429,985, 361,720, 84,327, 920,096, 219,702, 219,862, 216 and 104,236 shares held by FCPI Innoven Europe, FCPI Innoven Europe 2, FCPI Innoven Europe 3, FCPI Innoven Capital, FCPI Innoven Capital 2, FCPI Poste Innovation, FCPI Poste Innovation 2, FCPI Poste Innovation 3, and FCPI La Banque Postale Innovation 1, respectively. |
(9) | The per-share exercise price will be equal to the price per share at which shares of Common Stock are sold to the public pursuant to the Company's initial public offering. |
(10) | Represents 1,381, 3,246, 8,527, 4,872, 45,389, 19,589 and 6,168 warrants held by Innoven 2003 FCPI No7, FCPI Innoven Europe, FCPI Innoven Europe 2, FCPI Innoven Capital 2, FCPI Poste Innovation 5, FCPI Poste Innovation 6 and FCPI La Banque Postale Innovation 1, respectively. |
Remarks: *Signed under power of attorney on behalf of Reporting Person |