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Filing Details

Accession Number:: 0001140361-18-031061
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2018-07-02 21:08:03
Reporting Period:: 2018-07-02

Accepted Time:: 2018-07-02 21:08:03
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1595585	Tricida Inc.	TCDA	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1572451	P David Bonita	7000 Shoreline Court, Suite 201 South San Francisco CA 94080		No	No	No	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	2018-07-02	1,559,716	$0.00	1,559,716	No	4	C	Indirect	By OrbiMed Private Investments V, LP
Common Stock	Acquisiton	2018-07-02	4,300,774	$0.00	5,860,490	No	4	C	Indirect	By OrbiMed Private Investments V, LP
Common Stock	Acquisiton	2018-07-02	3,591,194	$0.00	9,451,684	No	4	C	Indirect	By OrbiMed Private Investments V, LP
Common Stock	Acquisiton	2018-07-02	1,069,175	$0.00	10,520,859	No	4	C	Indirect	By OrbiMed Private Investments V, LP
Common Stock	Acquisiton	2018-07-02	368,421	$19.00	10,889,280	No	4	P	Indirect	By OrbiMed Private Investments V, LP
Common Stock	Acquisiton	2018-07-02	3,632	$0.00	3,632	No	4	A	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	By OrbiMed Private Investments V, LP
No	4	C	Indirect	By OrbiMed Private Investments V, LP
No	4	C	Indirect	By OrbiMed Private Investments V, LP
No	4	C	Indirect	By OrbiMed Private Investments V, LP
No	4	P	Indirect	By OrbiMed Private Investments V, LP
No	4	A	Direct

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	2018-07-02	6,207,674	$0.00	1,559,716	$0.00
Common Stock	Series B Convertible Preferred Stock	Disposition	2018-07-02	17,117,085	$0.00	4,300,774	$0.00
Common Stock	Series C Convertible Preferred Stock	Disposition	2018-07-02	14,292,958	$0.00	3,591,194	$0.00
Common Stock	Series D Convertible Preferred Stock	Disposition	2018-07-02	4,255,319	$0.00	1,069,175	$0.00
Common Stock	Stock Option (right to buy)	Acquisiton	2018-07-02	13,147	$0.00	13,147	$19.00

Remaning Holdings	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	C	Indirect
0		No	4	C	Indirect
13,147	2028-06-27	No	4	A	Direct

Footnotes

Each of the Series A Convertible Preferred Stock, Series B Convertible Preferred Stock, Series C Convertible Preferred Stock and Series D Convertible Preferred Stock was convertible at any time at the option of the holder into Common Stock at a rate of 1/3.98, for no additional consideration, and had no expiration date. Each of the Series A Convertible Preferred Stock, Series B Convertible Preferred Stock, Series C Convertible Preferred Stock and Series D Convertible Preferred Stock automatically converted into Common Stock, at a rate of 1/3.98 and for no additional consideration, upon closing of the Issuer's initial public offering of its Common Stock.
These shares are held directly by OrbiMed Private Investments V, LP ("OPI V"). OrbiMed Capital GP V LLC ("OrbiMed GP") is the sole general partner of OPI V, and OrbiMed Advisors LLC ("OrbiMed Advisors"), a registered adviser under the Investment Advisers Act of 1940, as amended, is the sole managing member of OrbiMed GP. The Reporting Person is an employee of OrbiMed Advisors. The Reporting Person disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
Represents restricted stock units ("RSUs") that, subject to the Issuer's initial public offering ("IPO") closing on or before July 16, 2018, vest on the earlier of (i) the one-year anniversary of June 27, 2018 (the "Grant Date") and (ii) the Issuer's next regularly scheduled annual meeting of stockholders that occurs following the Grant Date (the "Next Annual Meeting"), subject to the Reporting Person's continuous service as a non-employee director through such vesting date. Each RSU represents a contingent right to receive one share of Common Stock.
Subject to the Reporting Person's continuous service to the Issuer as a non-employee director through each vesting date, and subject to the Issuer's IPO closing on or before July 16, 2018, this option vests ratably on a monthly basis, on the monthly anniversary of June 27, 2018 ("Option Date"), over the one-year period following the Option Date so that the option shall be 100% vested and exercisable on the one-year anniversary of the Option Date ("Vesting Date"); provided, however, if the Next Annual Meeting occurs prior to the Vesting Date, then the option shall vest in full immediately prior to the Next Annual Meeting.