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Filing Details

Accession Number:
0001144204-14-073112
Form Type:
4
Zero Holdings:
No
Publication Time:
2014-12-10 14:03:52
Reporting Period:
2014-12-08
Filing Date:
2014-12-10
Accepted Time:
2014-12-10 14:03:52
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1372299 Histogenics Corp HSGX Orthopedic, Prosthetic & Surgical Appliances & Supplies (3842) 000000000
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1202793 Michael Powell 3000 Sand Hill Road, 4-250
Menlo Park CA 94025
No No Yes No
1245624 James Healy 3000 Sand Hill Road, 4-250
Menlo Park CA 94025
No No Yes No
1253170 Srinivas Akkaraju 3000 Sand Hill Road, 4-250
Menlo Park CA 94025
No No Yes No
1524064 Sofinnova Venture Partners Viii, L.p. 3000 Sand Hill Road, 4-250
Menlo Park CA 94025
No No Yes No
1559565 Sofinnova Management Viii, L.l.c. 3000 Sand Hill Road, 4-250
Menlo Park CA 94025
No No Yes No
1590102 Anand Mehra 3000 Sand Hill Road, 4-250
Menlo Park CA 94025
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 2014-12-08 960,345 $0.00 960,345 No 4 C Indirect See Footnote
Common Stock Acquisiton 2014-12-08 611,738 $0.00 1,572,083 No 4 C Indirect See Footnote
Common Stock Acquisiton 2014-12-08 14,569 $0.76 1,586,652 No 4 X Indirect See Footnote
Common Stock Disposition 2014-12-08 1,002 $11.00 1,585,650 No 4 S Indirect See Footnote
Common Stock Acquisiton 2014-12-08 500,198 $11.00 2,085,848 No 4 P Indirect See Footnote
Common Stock Disposition 2014-12-08 8,808 $0.00 2,077,040 No 4 J Indirect See Footnote
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 C Indirect See Footnote
No 4 C Indirect See Footnote
No 4 X Indirect See Footnote
No 4 S Indirect See Footnote
No 4 P Indirect See Footnote
No 4 J Indirect See Footnote
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Series A Preferred Stock Disposition 2014-12-08 960,345 $0.00 960,345 $0.00
Common Stock Series A-1 Preferred Stock Disposition 2014-12-08 611,738 $0.00 611,738 $0.00
Common Stock Common Stock Warrant (Right to Buy) Disposition 2014-12-08 14,569 $0.00 14,569 $0.76
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 No 4 C Indirect
0 No 4 C Indirect
0 No 4 X Indirect
Footnotes
  1. Reflects a 10.804-to-1 reverse stock split effected on November 14, 2014.
  2. Each outstanding share of Series A Preferred Stock and Series A-1 Preferred Stock automatically converted on a 1:1 basis into the Issuer's Common Stock, immediately prior to the closing of the Issuer's initial public offering, for no additional consideration and included accrued dividends. These shares have no expiration date.
  3. The securities are owned directly by Sofinnova Venture Partners VIII, L.P. ("SVP VIII"). Sofinnova Management VIII, L.L.C. ("SM VIII"), the general partner of SVP VIII, Srinivas Akkaraju, James Healy, Anand Mehra, and Michael Powell, the managing members of SM VIII, may be deemed to have shared voting and dispositive power over the shares owned by SVP VIII. Such persons and entities disclaim beneficial ownership over the shares owned by SVP VIII except to the extent of any pecuniary interest therein.
  4. The Common Stock Warrant was automatically net exercised, immediately prior to the closing of the Issuer's initial public offering. The Reporting Person paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 1,002 of the warrant shares to pay the exercise price and issuing the Reporting Person the remaining 13,567 shares. The expiration date of the warrant is upon the consummation of the Issuer's initial public offering or a liquidity event (as described in such warrant).
  5. These shares of Common Stock were transferred to a strategic partner of the Issuer to satisfy the Reporting Person's contractual obligations under certain agreements between the Issuer, the Reporting Person, certain of the Issuer's other stockholders, and such strategic partner.