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Filing Details

Accession Number:: 0000899243-17-007102
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2017-03-09 22:00:05
Reporting Period:: 2017-03-07

Filing Date:: 2017-03-09
Accepted Time:: 2017-03-09 22:00:05
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1484565	Capnia Inc.	CAPN	()	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1398936	Vivo Ventures V Affiliates Fund, L.p.	575 High Street, Suite 201 Palo Alto CA 94301	No	No	Yes	No
1398937	Vivo Ventures Fund V, L.p.	575 High Street, Suite 201 Palo Alto CA 94301	No	No	Yes	No
1399028	Vivo Ventures V, Llc	505 Hamilton Avenue, Suite 207 Palo Alto CA 94301	No	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	2017-03-07	5,683,132	$0.00	12,605,255	No	4	A	Indirect	See Footnote
Common Stock	Acquisiton	2017-03-07	76,850	$0.00	12,682,105	No	4	P	Indirect	See Footnote
Common Stock	Acquisiton	2017-03-07	1,394,158	$0.96	14,076,263	No	4	P	Indirect	See Footnote
Common Stock	Acquisiton	2017-03-07	66,934	$0.00	148,167	No	4	A	Indirect	See Footnote
Common Stock	Acquisiton	2017-03-07	902	$0.00	149,069	No	4	P	Indirect	See Footnote
Common Stock	Acquisiton	2017-03-07	16,303	$0.96	165,372	No	4	P	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	A	Indirect	See Footnote
No	4	P	Indirect	See Footnote
No	4	P	Indirect	See Footnote
No	4	A	Indirect	See Footnote
No	4	P	Indirect	See Footnote
No	4	P	Indirect	See Footnote

Footnotes

The reporting person(s) acquired these securities on March 7, 2017, as consideration for the reporting person(s) common stock of Essentialis, Inc. ("Essentialis"), which was acquired by the Issuer, through a merger of a wholly-owned subsidiary of Issuer with and into Essentialis on March 7, 2017 pursuant to the Agreement and Plan of Merger dated December 22, 2016, by and among the Issuer, Merger Sub (as defined in the Merger Agreement), Essentialis and the Stockholders Representative (as defined therein) (the "Merger Agreement").
The shares are held directly by Vivo Ventures Fund V L.P. ("Vivo Ventures Fund V"). The Reporting Person is the sole general partner of Vivo Ventures Fund V, and may be deemed to beneficially own such shares. The Reporting Person holds voting and dispositive power with respect to the securities held by Vivo Ventures Fund V. Edgar Engleman, M.D., Albert Cha, M.D., and certain other individuals are members of the Reporting Person and disclaim beneficial ownership of the securities held by Vivo Ventures Fund V except to the extent of any pecuniary interest therein.
The shares are held directly by Vivo Ventures V Affiliates Fund L.P. ("Vivo Ventures V Affiliates Fund"). The Reporting Person is the sole general partner of Vivo Ventures V Affiliates Fund, and may be deemed to beneficially own such shares. The Reporting Person is the sole general partner of Vivo Ventures V Affiliates Fund, and may be deemed to beneficially own such shares. The Reporting Person holds voting and dispositive power with respect to the securities held by Vivo Ventures Fund V. Edgar Engleman, M.D., and certain other individuals are members of the Reporting Person and disclaim beneficial ownership of the securities held by Vivo Ventures Fund V except to the extent of any pecuniary interest therein.
The shares were purchased by the reporting person in a private transaction between the reporting person and a former shareholder of Essentialis in exchange for cash to be used to satisfy certain withholding obligations of the shareholder, based on the closing price per share of Issuer common stock on March 7, 2017 of $0.68.