Filing Details

Accession Number:
0001181431-11-016395
Form Type:
4
Zero Holdings:
No
Publication Time:
2011-03-08 13:40:34
Reporting Period:
2011-03-04
Filing Date:
2011-03-08
Accepted Time:
2011-03-08 13:40:34
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1296391 Tengion Inc TNGN Biological Products, (No Disgnostic Substances) (2836) 200214813
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1487938 Carl-Johan Dalsgaard C/O Odlander, Fredrikson &Amp; Co. Ab
Strandvagen 5B
Stockholm V7 SE-114 51
Yes No Yes No
1488353 Jacob Gunterberg C/O Odlander, Fredrikson &Amp; Co. Ab
Strandvagen 5B
Stockholm V7 SE-114 51
No No Yes No
1488354 Eugen Steiner C/O Odlander, Fredrikson &Amp; Co. Ab
Strandvagen 5B
Stockholm V7 SE-114 51
No No Yes No
1488430 Sa Gp Iv Healthcap 18 Avenue D'Ouchy
Lausanne V8 CH-1006
No No Yes No
1488665 Iv Club Ofco C/O Odlander, Fredrikson &Amp; Co. Ab
Strandvagen 5B
Stockholm V7 SE-114 51
No No Yes No
1488771 Johan Christenson C/O Odlander, Fredrikson &Amp; Co. Ab
Strandvagen 5B
Stockholm V8 SE-114 51
No No Yes No
1488780 Anki Forsberg C/O Odlander, Fredrikson &Amp; Co. Ab
Strandvagen 5B
Stockholm V7 SE-114 51
No No Yes No
1488799 Bjorn Odlander C/O Odlander, Fredrikson &Amp; Co. Ab
Strandvagen 5B
Stockholm V7 SE-114 51
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 ($0.001 Par Value) Acquisiton 2011-03-04 1,356,916 $2.83 2,332,567 No 4 P Indirect See footnote
Common Stock ($0.001 Par Value) Acquisiton 2011-03-04 99,002 $2.83 170,183 No 4 P Indirect See footnote
Common Stock ($0.001 Par Value) Acquisiton 2011-03-04 980,480 $2.83 1,685,465 No 4 P Indirect See footnote
Common Stock ($0.001 Par Value) Acquisiton 2011-03-04 37,102 $2.83 63,778 No 4 P Indirect See footnote
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Indirect See footnote
No 4 P Indirect See footnote
No 4 P Indirect See footnote
No 4 P Indirect See footnote
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock ($0.001 Par Value) Common Stock Warrant (right to buy) Acquisiton 2011-03-04 1,356,916 $0.00 1,356,916 $2.88
Common Stock ($0.001 Par Value) Common Stock Warrant (right to buy) Acquisiton 2011-03-04 99,002 $0.00 99,002 $2.88
Common Stock ($0.001 Par Value) Common Stock Warrant (right to buy) Acquisiton 2011-03-04 980,480 $0.00 980,480 $2.88
Common Stock ($0.001 Par Value) Common Stock Warrant (right to buy) Acquisiton 2011-03-04 37,102 $0.00 37,102 $2.88
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
1,356,916 No 4 P Indirect
99,002 No 4 P Indirect
980,480 No 4 P Indirect
37,102 No 4 P Indirect
Footnotes
  1. Shares held directly by HealthCap IV, L.P. ("HealthCap LP"). HealthCap IV GP SA, L.L.C. ("HealthCap SA"), is the sole general partner of HealthCap LP and has voting and investment control over the shares held by HealthCap LP. HealthCap SA disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein. Johan Christenson, Carl-Johan Dalsgaard, Per-Olof Eriksson, Anki Forsberg, Peder Fredrikson, Jacob Gunterberg, Staffan Lindstrand, Bjorn Odlander, Per Samuelsson and Eugen Steiner, the members of HealthCap SA, may be deemed to possess voting and investment control over the shares held by HealthCap LP and may be deemed to have indirect beneficial ownership of the shares held by HealthCap LP. Such persons disclaim beneficial ownership of shares held by HealthCap LP except to the extent of any pecuniary interest therein.
  2. Shares held directly by HealthCap IV, K.B. ("HealthCap KB"). HealthCap IV GP AB, L.L.C. ("HealthCap AB"), is the sole general partner of HealthCap KB and has voting and investment control over the shares held by HealthCap KB. HealthCap AB disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein. Johan Christenson, Carl-Johan Dalsgaard, Per-Olof Eriksson, Anki Forsberg, Peder Fredrikson, Jacob Gunterberg, Staffan Lindstrand, Bjorn Odlander, Per Samuelsson and Eugen Steiner, the members of HealthCap AB, may be deemed to possess voting and investment control over the shares held by HealthCap KB and may be deemed to have indirect beneficial ownership of the shares held by HealthCap KB. Such persons disclaim beneficial ownership of shares held by HealthCap KB except to the extent of any pecuniary interest therein.
  3. Shares held directly by HealthCap IV BIS, L.P. ("HealthCap BIS"). HealthCap IV GP SA, L.L.C. ("HealthCap SA"), is the sole general partner of HealthCap BIS and has voting and investment control over the shares held by HealthCap BIS. HealthCap SA disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein. Johan Christenson, Carl-Johan Dalsgaard, Per-Olof Eriksson, Anki Forsberg, Peder Fredrikson, Jacob Gunterberg, Staffan Lindstrand, Bjorn Odlander, Per Samuelsson and Eugen Steiner, the members of HealthCap SA, may be deemed to possess voting and investment control over the shares held by HealthCap BIS and may be deemed to have indirect beneficial ownership of the shares held by HealthCap BIS. Such persons disclaim beneficial ownership of shares held by HealthCap BIS except to the extent of any pecuniary interest therein.
  4. Shares held directly by OFCO Club IV ("OFCO Club"). Odlander, Fredrikson & Co AB, L.L.C. ("OFCO AB") is a member of OFCO and has voting and investment control over the shares held by OFCO Club. OFCO AB disclaims beneficial ownership of such shares, except to the extent of their pecuniary interest therein. Johan Christenson, Carl-Johan Dalsgaard, Per-Olof Eriksson, Anki Forsberg, Peder Fredrikson, Staffan Lindstrand, Bjorn Odlander, Per Samuelsson and Eugen Steiner, the members of OFCO AB, may be deemed to possess voting and investment control over the shares held by OFCO Club and may be deemed to have indirect beneficial ownership of the shares held by OFCO Club. Such persons disclaim beneficial ownership of shares held by OFCO Club except to the extent of any pecuniary interest therein.
  5. All or any part of the warrant shall be exercisable by the Reporting Person at any time and from time to time on or after the original issue date of March 4, 2011 and through and including 5:30 P.M., New York City time, on March 4, 2016. At 5:30 P.M., New York City time, on March 4, 2016, the portion of the warrant not exercised prior thereto shall be and become void and of no value and the warrant shall be terminated and no longer outstanding.