Filing Details

Accession Number:
0001181431-13-022598
Form Type:
4
Zero Holdings:
No
Publication Time:
2013-04-17 21:40:15
Reporting Period:
2013-04-16
Filing Date:
2013-04-17
Accepted Time:
2013-04-17 21:40:15
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1477598 Omthera Pharmaceuticals Inc. OMTH Pharmaceutical Preparations (2834) 263797738
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1237289 D Scott Sandell 1954 Greenspring Drive
Suite 600
Timonium MD 21093
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2013-04-16 156,250 $0.01 156,250 No 4 C Indirect See Note 2
Common Stock Disposition 2013-04-16 196 $8.00 156,054 No 4 S Indirect See Note 2
Common Stock Acquisiton 2013-04-16 633,219 $8.00 789,273 No 4 C Indirect See Note 2
Common Stock Acquisiton 2013-04-16 4,418,940 $0.00 5,208,213 No 4 C Indirect See Note 2
Common Stock Acquisiton 2013-04-16 625,000 $8.00 5,833,213 No 4 P Indirect See Note 2
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 C Indirect See Note 2
No 4 S Indirect See Note 2
No 4 C Indirect See Note 2
No 4 C Indirect See Note 2
No 4 P Indirect See Note 2
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Warrant (right to buy) Disposition 2013-04-16 156,250 $0.00 156,250 $0.01
Common Stock Secured Convertible Promissory Note Disposition 2013-04-16 633,219 $0.00 633,219 $8.00
Common Stock Series B Preferred Stock Disposition 2013-04-16 6,165,747 $0.00 4,418,940 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 2013-04-16 2023-02-15 No 4 C Indirect
0 2013-04-16 2014-02-15 No 4 C Indirect
0 No 4 C Indirect
Footnotes
  1. Effective upon the closing of the Issuer's initial public offering ("IPO") of its Common Stock, the Reporting Person's warrant automatically converted into 156,250 shares of Common Stock of the Issuer. The Reporting Person paid the exercise price of $0.01 per share of the warrant on a cashless basis, resulting in the Issuer's withholding of 196 of the warrant shares to pay the exercise price and issuing to the Reporting Person the remaining 156,054 shares.
  2. The Reporting Person is a director of NEA 13 GP, LTD, which is the sole general partner of NEA Partners 13, L.P. ("NEA Partners 13"). NEA Partners 13 is the sole general partner of New Enterprise Associates 13, L.P. ("NEA 13"), the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of the securities held by NEA 13, except to the extent of his pecuniary interest therein.
  3. The Secured Convertible Promissory Note was issued to the Reporting Person in exchange for $5,000,000. Effective upon the closing of the Issuer's IPO, the outstanding principal and accrued and unpaid interest on the Secured Convertible Promissory Note automatically converted into shares of Common Stock at the Issuer's IPO price per share.
  4. This is the maturity date of the Secured Convertible Promissory Note.
  5. Effective upon the closing of the Issuer's IPO, each share of Series B Preferred Stock automatically converted, without the payment of additional consideration, at a ratio of 1.3953-1 into the number of shares of Common Stock shown in Column 7. The Series B Preferred Stock had no expiration date.