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Filing Details

Accession Number:: 0001104659-14-075072
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-10-30 08:30:55
Reporting Period:: 2014-10-27

Filing Date:: 2014-10-30
Accepted Time:: 2014-10-30 08:30:55
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1359931	Proteon Therapeutics Inc	PRTO	Biological Products, (No Disgnostic Substances) (2836)	000000000

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1398598	Hubert Birner	C/O Tvm Capital Group Ottostrabe 4 Munich 2M 80333		Yes	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2014-10-27	223,410	$10.00	223,410	No	4	P	Indirect	By TVM Life Science Ventures VI GmbH & Co. KG
Common Stock	Acquisiton	2014-10-27	76,590	$10.00	300,000	No	4	P	Indirect	By TVM Life Science Ventures VI, L.P.
Common Stock	Acquisiton	2014-10-27	1,107,154	$0.00	1,407,154	No	4	C	Indirect	By TVM Life Science Ventures VI GmbH & Co. KG
Common Stock	Acquisiton	2014-10-27	379,462	$0.00	1,786,616	No	4	C	Indirect	By TVM Life Science Ventures VI, L.P.
Common Stock	Acquisiton	2014-10-27	116,511	$4.60	1,903,127	No	4	X	Indirect	By TVM Life Science Ventures VI GmbH & Co. KG
Common Stock	Acquisiton	2014-10-27	39,932	$4.60	1,943,059	No	4	X	Indirect	By TVM Life Science Ventures VI, L.P.(3)

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	By TVM Life Science Ventures VI GmbH & Co. KG
No	4	P	Indirect	By TVM Life Science Ventures VI, L.P.
No	4	C	Indirect	By TVM Life Science Ventures VI GmbH & Co. KG
No	4	C	Indirect	By TVM Life Science Ventures VI, L.P.
No	4	X	Indirect	By TVM Life Science Ventures VI GmbH & Co. KG
No	4	X	Indirect	By TVM Life Science Ventures VI, L.P.(3)

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Series A Convertible Preferred Stock	Disposition	2014-10-27	4,468,482	$0.00	335,680	$0.00
Common Stock	Series A Convertible Preferred Stock	Disposition	2014-10-27	1,531,518	$0.00	115,051	$0.00
Common Stock	Series A-1 Convertible Preferred Stock	Disposition	2014-10-27	2,092,735	$0.00	160,779	$0.00
Common Stock	Series A-1 Convertible Preferred Stock	Disposition	2014-10-27	717,260	$0.00	55,105	$0.00
Common Stock	Series B Convertible Preferred Stock	Disposition	2014-10-27	2,436,618	$0.00	189,063	$0.00
Common Stock	Series B Convertible Preferred Stock	Disposition	2014-10-27	835,121	$0.00	64,799	$0.00
Common Stock	Series C Convertible Preferred Stock	Disposition	2014-10-27	2,331,391	$0.00	180,898	$0.00
Common Stock	Series C Convertible Preferred Stock	Disposition	2014-10-27	799,043	$0.00	61,999	$0.00
Common Stock	Series D Convertible Preferred Stock	Disposition	2014-10-27	3,727,823	$0.00	234,897	$0.00
Common Stock	Series D Convertible Preferred Stock	Disposition	2014-10-27	1,277,663	$0.00	80,508	$0.00
Common Stock	Warrants (Right to Buy)	Disposition	2014-10-27	116,511	$0.00	116,511	$4.60
Common Stock	Warrants (Right to Buy)	Disposition	2014-10-27	39,932	$0.00	39,932	$4.60
Series D Convertible Preferred Stock	Option (Right to Purchase)	Disposition	2014-10-27	1,316,683	$0.00	82,966	$0.00
Series D Convertible Preferred Stock	Option (Right to Purchase)	Disposition	2014-10-27	451,276	$0.00	28,455	$0.00

Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	X	Indirect
No	4	X	Indirect
No	4	J	Indirect
No	4	J	Indirect

Footnotes

These shares were purchased in connection with the Issuer's initial public offering of Common Stock.
The shares are directly held by TVM Life Science Ventures VI GMBH & Co. KG ("TVM VI"). The reporting person, Alexandra Goll ("Goll"), Helmut Schuhsler ("Schuhsler") and Stefan Fischer ("Fischer") are members of the investment committee of TVM Life Science Ventures Management VI L.P. ("TVM VI Management"), a special limited partner of TVM VI, with voting and dispositive power over the shares held by TVM VI. The reporting person disclaims beneficial ownership of the shares held by TVM VI, except to the extent of his pecuniary interest therein, if any.
The shares are directly held by TVM Life Science Ventures VI L.P. ("TVM VI LP"). The reporting person, Goll, Schuhsler and Fischer are members of the investment committee of TVM VI Management, a special limited partner of TVM VI LP, with voting and dispositive power over the shares held by TVM VI LP. The reporting person disclaims beneficial ownership of the shares held by TVM VI LP, except to the extent of his pecuniary interest therein, if any.
Upon the closing of the Issuer's initial public offering, each share of Series A Convertible Preferred Stock automatically converted into Common Stock on a 1-for-1.19 basis without payment of further consideration and with no expiration date.
Reflects a 1-for-15.87 reverse stock split effected on October 6, 2014.
Upon the closing of the Issuer's initial public offering, each share of Series A-1 Convertible Preferred Stock automatically converted into Common Stock on a 1-for-1.22 basis without payment of further consideration and has no expiration date.
Upon the closing of the Issuer's initial public offering, each share of Series B Convertible Preferred Stock automatically converted into Common Stock on a 1-for-1.23 basis without payment of further consideration and has no expiration date.
Upon the closing of the Issuer's initial public offering, each share of Series C Convertible Preferred Stock automatically converted into Common Stock on a 1-for-1.23 basis without payment of further consideration and has no expiration date.
Upon the closing of the Issuer's initial public offering, each share of Series D Convertible Preferred Stock automatically converted into Common Stock on a one-for-one basis (without payment of further consideration and with no expiration date) plus an additional 5,837 incremental shares as a result of an adjustment as provided for in the Company's certificate of incorporation.
Upon the closing of the Issuer's initial public offering, each share of Series D Convertible Preferred Stock automatically converted into Common Stock on a one-for-one basis (without payment of further consideration and with no expiration date) plus an additional 2,000 incremental shares as a result of an adjustment as provided for in the Company's certificate of incorporation.
Upon the closing the Issuer's initial public offering, TVM VI exercised their warrants with cash to purchase common stock.
Upon the closing the Issuer's initial public offering, TVM VI LP exercised their warrants with cash to purchase common stock.
TVM VI had a right to purchase shares of Series D Convertible Preferred Stock under the Series D Purchase Agreement at a price of $0.588656, which right to purchase ceased to be exercisable upon the initial filing of the Issuer's registration statement for its initial public offering, and terminated upon the completion of the Issuer's initial public offering of Common Stock. Each share of Series D Preferred Stock issuable upon exercise of the right to purchase would have been convertible into shares of the Issuer's common stock as described in footnote (9) above.
TVM VI LP had a right to purchase shares of Series D Convertible Preferred Stock under the Series D Purchase Agreement at a price of $0.588656, which right to purchase ceased to be exercisable upon the initial filing of the Issuer's registration statement for its initial public offering, and terminated upon the completion of the Issuer's initial public offering of Common Stock. Each share of Series D Preferred Stock issuable upon exercise of the right to purchase would have been convertible into shares of the Issuer's common stock as described in footnote (10) above.