Filing Details

Accession Number:
0001104659-24-023762
Form Type:
13G Filing
Publication Date:
2024-02-13 19:00:00
Filed By:
5am Ventures Iv, L.p.
Company:
Scpharmaceuticals Inc.
Filing Date:
2024-02-14
SEC Url:
13G Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
5AM Ventures IV 0 980,963 0 980,963 980,963 2.7%
5AM Co-Investors IV 0 40,873 0 40,873 40,873 0.1%
5AM Partners IV 0 1,021,836 0 1,021,836 1,021,836 2.8%
5AM Opportunities I 0 178,811 0 178,811 178,811 0.5%
5AM Opportunities I (GP) 0 178,811 0 178,811 178,811 0.5%
Dr. John D. Diekman 0 1,021,836 0 1,021,836 1,021,836 2.8%
Andrew J. Schwab 0 1,200,647 0 1,200,647 1,200,647 3.3%
Dr. Kush Parmar 0 178,811 0 178,811 178,811 0.5%
Dr. Scott M. Rocklage 0 1,021,836 0 1,021,836 1,021,836 2.8%
Filing

 

 
     
  UNITED STATES  
  SECURITIES AND EXCHANGE COMMISSION  
  Washington, D.C. 20549  

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No. 3)*

 

scPharmaceuticals Inc.

(Name of Issuer)

 

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

 

810648 105

(CUSIP Number)

 

December 31, 2023

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

¨ Rule 13d-1(b)
x Rule 13d-1(c)
¨ Rule 13d-1(d)

 

*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 the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

 

 

 

CUSIP No. 810648 105
 
  1. Names of Reporting Persons
5AM Ventures IV, L.P.
 
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) ¨
    (b) x (1)
 
  3. SEC Use Only
 
  4. Citizenship or Place of Organization
Delaware
     
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
5. Sole Voting Power
0 shares
 
6. Shared Voting Power
 980,963 shares (2)
 
7. Sole Dispositive Power
 0 shares
 
8. Shared Dispositive Power
980,963 shares (2)
 
  9. Aggregate Amount Beneficially Owned by Each Reporting Person
980,963 shares (2)
 
  10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
 
  11. Percent of Class Represented by Amount in Row (9)
2.7% (3)
 
  12. Type of Reporting Person (See Instructions)
PN
           
(1)This Schedule 13G is filed by 5AM Ventures IV, L.P., a Delaware limited partnership (“Ventures IV”), 5AM Co-Investors IV, L.P., a Delaware limited partnership (“Co-Investors IV”), 5AM Partners IV, LLC, a Delaware limited liability company (“Partners IV”), 5AM Opportunities I, L.P., a Delaware limited partnership (“Opportunities”), 5AM Opportunities I (GP), LLC, a Delaware limited liability company (“Opportunities GP”), Dr. John D. Diekman (“Diekman”), Andrew J. Schwab (“Schwab”), Dr. Kush Parmar (“Parmar”) and Dr. Scott M. Rocklage (“Rocklage”) and together with Ventures IV, Co-Investors IV, Partners IV, Opportunities, Opportunities GP, Diekman, Schwab and Parmar, collectively, the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 

(2)Shares are held by Ventures IV. Partners IV serves as the sole general partner of Ventures IV. Diekman, Schwab and Rocklage are managing members of Partners IV and share voting and dispositive power over the shares held by Ventures IV.

 

(3)This percentage is calculated based upon 35,860,497 shares of Common Stock outstanding as of November 7, 2023, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the “SEC”) on November 8, 2023.

 

2

 

 

CUSIP No. 810648 105
 
  1. Names of Reporting Persons
5AM Co-Investors IV, L.P.
 
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) ¨
    (b) x (1)
 
  3. SEC Use Only
 
  4. Citizenship or Place of Organization
Delaware
     
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
5. Sole Voting Power
0 shares
 
6. Shared Voting Power
 40,873 shares  (2)
 
7. Sole Dispositive Power
 0 shares
 
8. Shared Dispositive Power
40,873 shares  (2)
 
  9. Aggregate Amount Beneficially Owned by Each Reporting Person
40,873 of Common Stock (2)
 
  10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
 
  11. Percent of Class Represented by Amount in Row (9)
0.1% (3)
 
  12. Type of Reporting Person (See Instructions)
PN
           
(1)This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 

(2)Shares are held by Co-Investors IV. Partners IV serves as the sole general partner of Co-Investors IV. Diekman, Schwab and Rocklage are managing members of Partners IV and share voting and dispositive power over the shares held by Co-Investors IV.

 

(3)This percentage is calculated based upon 35,860,497 shares of Common Stock outstanding as of November 7, 2023, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 8, 2023.

 

3

 

 

CUSIP No. 810648 105
 
  1. Names of Reporting Persons
5AM Partners IV, LLC
 
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) ¨
    (b) x   (1)
 
  3. SEC Use Only
 
  4. Citizenship or Place of Organization
Delaware
     
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
5. Sole Voting Power
0 shares
 
6. Shared Voting Power
 1,021,836 shares (2)
 
7. Sole Dispositive Power
 0 shares
 
8. Shared Dispositive Power
1,021,836 shares (2)
 
  9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,021,836 shares (2)
 
  10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
 
  11. Percent of Class Represented by Amount in Row (9)
2.8% (3)
 
  12. Type of Reporting Person (See Instructions)
OO
           
(1)This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 

(2)Includes (i) 980,963 shares of Common Stock held by Ventures IV; and (ii) 40,873 shares of Common Stock held by Co-Investors IV.  Partners IV serves as the sole general partner of Ventures IV and Co-Investors IV.  Diekman, Schwab and Rocklage are managing members of Partners IV and share voting and dispositive power over the shares held by Ventures IV and Co-Investors IV.

 

(3)This percentage is calculated based upon 35,860,497 shares of Common Stock outstanding as of November 7, 2023, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 8, 2023.

 

4

 

 

CUSIP No. 810648 105
 
  1. Names of Reporting Persons
5AM Opportunities I, L.P.
 
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) ¨
    (b) x (1)
 
  3. SEC Use Only
 
  4. Citizenship or Place of Organization
Delaware
     
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
5. Sole Voting Power
0 shares
 
6. Shared Voting Power
 178,811 shares (2)
 
7. Sole Dispositive Power
 0 shares
 
8. Shared Dispositive Power
178,811 shares (2)
 
  9. Aggregate Amount Beneficially Owned by Each Reporting Person
178,811 shares (2)
 
  10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
 
  11. Percent of Class Represented by Amount in Row (9)
0.5% (3)
 
  12. Type of Reporting Person (See Instructions)
PN
           
(1)This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 

(2)Shares are held by Opportunities. Opportunities GP serves as the sole general partner of Opportunities.  Schwab and Parmar are managing members of Opportunities GP and share voting and dispositive power over the shares held by Opportunities.

 

(3)This percentage is calculated based upon 35,860,497 shares of Common Stock outstanding as of November 7, 2023, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 8, 2023.

 

5

 

 

CUSIP No. 810648 105
 
  1. Names of Reporting Persons
5AM Opportunities I (GP), LLC
 
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) ¨
    (b) x (1)
 
  3. SEC Use Only
 
  4. Citizenship or Place of Organization
Delaware
     
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
5. Sole Voting Power
0 shares
 
6. Shared Voting Power
 178,811 shares (2)
 
7. Sole Dispositive Power
 0 shares
 
8. Shared Dispositive Power
178,811 shares (2)
 
  9. Aggregate Amount Beneficially Owned by Each Reporting Person
178,811 shares (2)
 
  10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
 
  11. Percent of Class Represented by Amount in Row (9)
0.5% (3)
 
  12. Type of Reporting Person (See Instructions)
OO
           
(1)This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 

(2)Includes 178,811 shares of Common Stock held by Opportunities. Opportunities GP serves as the sole general partner of Opportunities. Schwab and Parmar are managing members of Opportunities GP and share voting and dispositive power over the shares held by Opportunities.

 

(3)This percentage is calculated based upon 35,860,497 shares of Common Stock outstanding as of November 7, 2023, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 8, 2023.

 

6

 

 

CUSIP No. 810648 105
 
  1. Names of Reporting Persons
Dr. John D. Diekman
 
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) ¨
    (b) x (1)
 
  3. SEC Use Only
 
  4. Citizenship or Place of Organization
United States
     
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
5. Sole Voting Power
0 shares
 
6. Shared Voting Power
 1,021,836 shares (2)
 
7. Sole Dispositive Power
 0 shares
 
8. Shared Dispositive Power
1,021,836 shares (2)
 
  9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,021,836 shares (2)
 
  10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
 
  11. Percent of Class Represented by Amount in Row (9)
2.8% (3)
 
  12. Type of Reporting Person (See Instructions)
IN
           
(1)This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 

(2)Includes (i) 980,963 shares of Common Stock held by Ventures IV; and (ii) 40,873 shares of Common Stock held by Co-Investors IV.  Partners IV serves as the sole general partner of Ventures IV and Co-Investors IV.  Diekman, Schwab and Rocklage are managing members of Partners IV and share voting and dispositive power over the shares held by Ventures IV and Co-Investors IV.

 

(3)This percentage is calculated based upon 35,860,497 shares of Common Stock outstanding as of November 7, 2023, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 8, 2023.

 

7

 

 

CUSIP No. 810648 105
 
  1. Names of Reporting Persons
Andrew J. Schwab
 
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) ¨
    (b) x (1)
 
  3. SEC Use Only
 
  4. Citizenship or Place of Organization
United States
     
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
5. Sole Voting Power
0 shares
 
6. Shared Voting Power
 1,200,647 shares (2)
 
7. Sole Dispositive Power
 0 shares
 
8. Shared Dispositive Power
1,200,647 shares (2)
 
  9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,200,647 shares (2)
 
  10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
 
  11. Percent of Class Represented by Amount in Row (9)
3.3% (3)
 
  12. Type of Reporting Person (See Instructions)
IN
           
(1)This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 

(2)Includes (i) 980,963 shares of Common Stock held by Ventures IV; (ii) 40,873 shares of Common Stock held by Co-Investors IV; and (iii) 178,811 shares of Common Stock held by Opportunities. Partners IV serves as the sole general partner of Ventures IV and Co-Investors IV. Diekman, Schwab and Rocklage are managing members of Partners IV and share voting and dispositive power over the shares held by Ventures IV and Co-Investors IV.  Opportunities GP serves as the sole general partner of Opportunities. Schwab and Parmar are managing members of Opportunities GP and share voting and dispositive power over the shares held by Opportunities.

 

(3)This percentage is calculated based upon 35,860,497 shares of Common Stock outstanding as of November 7, 2023, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 8, 2023.

 

8

 

 

CUSIP No. 810648 105
 
  1. Names of Reporting Persons
Dr. Kush Parmar
 
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) ¨
    (b) x (1)
 
  3. SEC Use Only
 
  4. Citizenship or Place of Organization
United States
     
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
5. Sole Voting Power
0 shares
 
6. Shared Voting Power
 178,811 shares (2)
 
7. Sole Dispositive Power
 0 shares
 
8. Shared Dispositive Power
178,811 shares (2)
 
  9. Aggregate Amount Beneficially Owned by Each Reporting Person
178,811 shares (2)
 
  10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
 
  11. Percent of Class Represented by Amount in Row (9)
0.5% (3)
 
  12. Type of Reporting Person (See Instructions)
IN
           
(1)This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 

(2)Includes 178,811 shares of Common Stock held by Opportunities.  Opportunities GP serves as the sole general partner of Opportunities. Schwab and Parmar are managing members of Opportunities GP and share voting and dispositive power over the shares held by Opportunities.

 

(3)This percentage is calculated based upon 35,860,497 shares of Common Stock outstanding as of November 7, 2023, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 8, 2023.

 

9

 

 

CUSIP No. 810648 105
 
  1. Names of Reporting Persons
Dr. Scott M. Rocklage
 
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) ¨
    (b) x (1)
 
  3. SEC Use Only
 
  4. Citizenship or Place of Organization
United States
     
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
5. Sole Voting Power
0 shares
 
6. Shared Voting Power
 1,021,836 shares (2)
 
7. Sole Dispositive Power
 0 shares
 
8. Shared Dispositive Power
1,021,836 shares (2)
 
  9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,021,836 shares (2)
 
  10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
 
  11. Percent of Class Represented by Amount in Row (9)
2.8% (3)
 
  12. Type of Reporting Person (See Instructions)
IN
           
(1)This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 

(2)Includes (i) 980,963 shares of Common Stock held by Ventures IV; and (ii) 40,873 shares of Common Stock held by Co-Investors IV. Partners IV serves as the sole general partner of Ventures IV and Co-Investors IV. Diekman, Schwab and Rocklage are managing members of Partners IV and share voting and dispositive power over the shares held by Ventures IV and Co-Investors IV.

 

(3)This percentage is calculated based upon 35,860,497 shares of Common Stock outstanding as of November 7, 2023, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 8, 2023.

 

10

 

 

Item 1.
  (a) Name of Issuer
scPharmaceuticals Inc.
  (b)

Address of Issuer’s Principal Executive Offices
25 Burlington Mall Road, Suite 203

Burlington, Massachusetts 01803

 
Item 2.
  (a)

Name of Person Filing
5AM Ventures IV, L.P. (“Ventures IV”)

5AM Co-Investors IV, L.P. (“Co-Investors IV”)

5AM Partners IV, LLC (“Partners IV”)

5AM Opportunities I, L.P. (“Opportunities”)

5AM Opportunities I (GP), LLC (“Opportunities GP”)

Dr. John D. Diekman (“Diekman”)

Andrew J. Schwab (“Schwab”)

Dr. Kush Parmar (“Parmar”)

Dr. Scott M. Rocklage (“Rocklage”)

  (b)

Address of Principal Business Office or, if none, Residence
c/o 5AM Ventures

501 Second Street, Suite 350

San Francisco, CA 94107

 

 

(c)

Citizenship

    Entities: 5AM Ventures IV, L.P. - Delaware
      5AM Co-Investors IV, L.P. - Delaware
      5AM Partners IV, LLC - Delaware
      5AM Opportunities I, L.P. - Delaware
      5AM Opportunities I (GP), LLC - Delaware
           
    Individuals: Diekman - United States
      Schwab - United States
      Parmar - United States
      Rocklage - United States
(d) Title of Class of Securities
Common stock, par value $0.0001 per share
  (e) CUSIP Number
810648 105
 
Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
  Not applicable.

 

11

 

 

Item 4. Ownership

 

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1 is provided as of December 31, 2023.

 

Reporting Persons 

Shares Held

Directly

  

Sole
Voting
Power

  

Shared
Voting
Power

  

Sole
Dispositive
Power

  

Shared
Dispositive
Power

  

Beneficial
Ownership

  

Percentage
of Class (6)

 
Ventures IV (1) (3)   980,963        980,963        980,963    980,963    2.7%
                                    
Co-Investors IV (2) (3)   40,873         40,873         40,873    40,873    0.1%
                                    
Partners IV (1) (2) (3)             1,021,836         1,021,836    1,021,836    2.8%
                                    
Opportunities (4) (5)   178,811         178,811         178,811    178,811    0.5%
                                    
Opportunities GP  (4) (5)             178,811         178,811    178,811    0.5%
                                    
Diekman (1) (2) (3)             1,021,836         1,021,836    1,021,836    2.8%
                                    
Schwab (1) (2) (3) (4) (5)             1,200,647         1,200,647    1,200,647    3.3%
                                    
Parmar (4) (5)             178,811         178,811    178,811    0.5%
                                    
Rocklage (1) (2) (3) (4) (5)             1,021,836         1,021,836    1,021,836    2.8%

 

(1)Includes 980,963 shares of Common Stock held by Ventures IV.
(2)Includes 40,873 shares of Common Stock held by Co-Investors IV.
(3)Partners IV serves as the sole general partner of Ventures IV and Co-Investors IV. Diekman, Schwab and Rocklage are managing members of Partners IV and share voting and dispositive power over the shares held by Ventures IV and Co-Investors IV.
(4)Includes 178,811 shares of Common Stock held by Opportunities.
(5)Opportunities GP serves as the sole general partner of Opportunities. Schwab and Parmar are managing members of Opportunities GP and share voting and dispositive power over the shares held by Opportunities.
(6)This percentage is calculated based upon 35,860,497 shares of Common Stock outstanding as of November 7, 2023, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 8, 2023.

 

Item 5. Ownership of Five Percent or Less of a Class

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   x.

 

Item 6. Ownership of More than Five Percent on Behalf of Another Person
   
  Not applicable.
   
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
   
  Not applicable.
 
Item 8. Identification and Classification of Members of the Group
   
  Not applicable.

 

Item 9. Notice of Dissolution of Group
   
  Not applicable.

 

Item 10. Certification

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having such purpose or effect.  

 

12

 

 

Signature

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated: February 14, 2024

 

5AM Ventures IV, L.P.   5AM Co-Investors IV, L.P.
     
By: 5AM Partners IV, LLC   By: 5AM Partners IV, LLC
its General Partner   its General Partner
     
By: /s/ Andrew J. Schwab   By: /s/ Andrew J. Schwab
  Name: Andrew J. Schwab     Name: Andrew J. Schwab
  Title: Managing Member     Title: Managing Member
     
5AM Partners IV, LLC    
     
By: /s/ Andrew J. Schwab    
  Name: Andrew J. Schwab    
  Title: Managing Member    
     
5AM Opportunities I, L.P.   5AM Opportunities I (GP), LLC
     
By: 5AM Opportunities I (GP), LLC    
its General Partner    
     
By: /s/ Andrew J. Schwab   By: /s/ Andrew J. Schwab
  Name: Andrew J. Schwab     Name: Andrew J. Schwab
  Title: Managing Member     Title: Managing Member
     
  /s/ Dr. John D. Diekman     /s/ Andrew J. Schwab
  Dr. John D. Diekman     Andrew J. Schwab
     
  /s/ Dr. Kush Parmar     /s/ Dr. Scott M. Rocklage
  Dr. Dr. Kush Parmar     Dr. Scott M. Rocklage

 

  ATTENTION  
Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).

 

13

 

 

Exhibit(s):

 

A - Joint Filing Statement

 

14

 

 

EXHIBIT A

 

JOINT FILING STATEMENT

 

We, the undersigned, hereby express our agreement that the attached Schedule 13G (or any amendments thereto) relating to the Common Stock of scPharmaceuticals Inc. is filed on behalf of each of us.

 

Dated: February 14, 2024

 

5AM Ventures IV, L.P.   5AM Co-Investors IV, L.P.
     
By: 5AM Partners IV, LLC   By: 5AM Partners IV, LLC
its General Partner   its General Partner
     
By: /s/ Andrew J. Schwab   By: /s/ Andrew J. Schwab
  Name: Andrew J. Schwab     Name: Andrew J. Schwab
  Title: Managing Member     Title: Managing Member
     
5AM Partners IV, LLC    
     
By: /s/ Andrew J. Schwab    
  Name: Andrew J. Schwab    
  Title: Managing Member    
     
5AM Opportunities I, L.P.   5AM Opportunities I (GP), LLC
     
By: 5AM Opportunities I (GP), LLC    
its General Partner    
     
By: /s/ Andrew J. Schwab   By: /s/ Andrew J. Schwab
  Name: Andrew J. Schwab     Name: Andrew J. Schwab
  Title: Managing Member     Title: Managing Member
     
  /s/ Dr. John D. Diekman     /s/ Andrew J. Schwab
  Dr. John D. Diekman     Andrew J. Schwab
     
  /s/ Dr. Kush Parmar     /s/ Dr. Scott M. Rocklage
  Dr. Dr. Kush Parmar     Dr. Scott M. Rocklage

 

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