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Filing Details

Accession Number:: 0001104659-19-029735
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-05-15 16:18:59
Reporting Period:: 2019-05-13

Accepted Time:: 2019-05-15 16:18:59
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1633070	Axcella Health Inc.	AXLA	()	4

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1222012	Noubar Afeyan	55 Cambridge Parkway, Suite 800E Cambridge MA 02142	No	No	Yes	No
1255927	Jr M Edwin Kania	55 Cambridge Parkway, Suite 800E Cambridge MA 02142	No	No	Yes	No
1503559	Flagship Ventures Fund Iv, L.p.	55 Cambridge Parkway, Suite 800E Cambridge MA 02142	No	No	Yes	No
1508051	Flagship Ventures Fund Iv General Partner Llc	55 Cambridge Parkway, Suite 800E Cambridge MA 02142	No	No	Yes	No
1508052	Flagship Ventures Fund 2007, L.p.	55 Cambridge Parkway, Suite 800E Cambridge MA 02142	No	No	Yes	No
1508053	Flagship Ventures 2007 General Partner Llc	55 Cambridge Parkway, Suite 800E Cambridge MA 02142	No	No	Yes	No
1590973	Flagship Ventures Fund Iv-Rx, L.p.	55 Cambridge Parkway, Suite 800E Cambridge MA 02142	No	No	Yes	No
1642578	Flagship Venturelabs Iv, Llc	55 Cambridge Parkway, Suite 800E Cambridge MA 02142	No	No	Yes	No
1677345	Flagship Ventures Opportunities Fund I, L.p.	55 Cambridge Parkway, Suite 800E Cambridge MA 02142	No	No	Yes	No
1725004	Flagship Ventures Opportunities Fund I General Partner Llc	55 Cambridge Parkway, Suite 800E Cambridge MA 02142	No	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2019-05-13	751,691	$0.00	1,430,301	No	4	C	Indirect	See Footnote
Common Stock	Acquisiton	2019-05-13	2,255,074	$0.00	2,255,074	No	4	C	Indirect	See Footnote
Common Stock	Acquisiton	2019-05-13	209,933	$0.00	1,640,234	No	4	C	Indirect	See Footnote
Common Stock	Acquisiton	2019-05-13	503,840	$0.00	2,758,914	No	4	C	Indirect	See Footnote
Common Stock	Acquisiton	2019-05-13	545,826	$0.00	545,826	No	4	C	Indirect	See Footnote
Common Stock	Acquisiton	2019-05-13	120,795	$0.00	1,761,029	No	4	C	Indirect	See Footnote
Common Stock	Acquisiton	2019-05-13	335,457	$0.00	3,094,371	No	4	C	Indirect	See Footnote
Common Stock	Acquisiton	2019-05-13	82,324	$0.00	628,150	No	4	C	Indirect	See Footnote
Common Stock	Acquisiton	2019-05-13	194,409	$0.00	3,288,780	No	4	C	Indirect	See Footnote
Common Stock	Acquisiton	2019-05-13	48,602	$0.00	676,752	No	4	C	Indirect	See Footnote
Common Stock	Acquisiton	2019-05-13	486,023	$0.00	486,023	No	4	C	Indirect	See Footnote
Common Stock	Acquisiton	2019-05-13	500,000	$20.00	986,023	No	4	P	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	C	Indirect	See Footnote
No	4	C	Indirect	See Footnote
No	4	C	Indirect	See Footnote
No	4	C	Indirect	See Footnote
No	4	C	Indirect	See Footnote
No	4	C	Indirect	See Footnote
No	4	C	Indirect	See Footnote
No	4	C	Indirect	See Footnote
No	4	C	Indirect	See Footnote
No	4	P	Indirect	See Footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Series A Preferred Stock	Disposition	2019-05-13	1,384,615	$0.00	751,691	$0.00
Common Stock	Series A Preferred Stock	Disposition	2019-05-13	4,153,847	$0.00	2,255,074	$0.00
Common Stock	Series B Preferred Stock	Disposition	2019-05-13	386,697	$0.00	209,933	$0.00
Common Stock	Series B Preferred Stock	Disposition	2019-05-13	928,074	$0.00	503,840	$0.00
Common Stock	Series B Preferred Stock	Disposition	2019-05-13	1,005,413	$0.00	545,826	$0.00
Common Stock	Series C Preferred Stock	Disposition	2019-05-13	222,506	$0.00	120,795	$0.00
Common Stock	Series C Preferred Stock	Disposition	2019-05-13	617,914	$0.00	335,457	$0.00
Common Stock	Series C Preferred Stock	Disposition	2019-05-13	151,643	$0.00	82,324	$0.00
Common Stock	Series E Preferred Stock	Disposition	2019-05-13	358,102	$0.00	194,409	$0.00
Common Stock	Series E Preferred Stock	Disposition	2019-05-13	89,525	$0.00	48,602	$0.00
Common Stock	Series E Preferred Stock	Disposition	2019-05-13	895,255	$0.00	486,023	$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	C	Indirect

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	678,610	Indirect	See Footnote
Common Stock	2,035,830	Indirect	See Footnote

Footnotes

Shares held by Flagship Ventures Fund 2007, L.P. ("Flagship Fund 2007"). Flagship Ventures 2007 General Partner LLC ("Fund 2007 GP") is the general partner of Flagship Fund 2007. Noubar B. Afeyan, Ph.D. and Edwin M. Kania, Jr. are the managers of Fund 2007 GP. While Mr. Kania is retired from Flagship Pioneering, Inc., he continues to serve as a manager of Flagship 2007 GP. Each of these individuals and entities may be deemed to share voting and investment power with respect to all shares held by Flagship Fund 2007. Each of the reporting persons disclaims beneficial ownership of the shares except to the extent of his or its pecuniary interest therein.
Shares held by Flagship VentureLabs IV, LLC ("VentureLabs IV"). Flagship Ventures Fund IV, L.P. ("Flagship Fund IV") is a member of VentureLabs IV and also serves as its manager. Flagship Ventures Fund IV General Partner LLC ("Flagship Fund IV GP") is the general partner of Flagship Fund IV. Noubar B. Afeyan, Ph.D. and Edwin M. Kania, Jr. are the managers of Flagship Fund IV GP. While Mr. Kania is retired from Flagship Pioneering, Inc., he continues to serve as a manager of Flagship Fund IV GP. Each of these individuals and entities may be deemed to share voting and investment power with respect to all shares held by VentureLabs IV. Each of the filing persons disclaims beneficial ownership of the shares except to the extent of his or its pecuniary interest therein.
Each share of Series A Preferred Stock converted into shares of the Issuer's common stock, par value $0.0001 per share ("Common Stock") on a one-for-1.842 basis upon the closing of the Issuer's initial public offering.
Shares held by Flagship Fund IV. Flagship Fund IV GP is the general partner of Flagship Fund IV. Noubar B. Afeyan, Ph.D. and Edwin M. Kania, Jr. are the managers of Flagship Fund IV GP. While Mr. Kania is retired from Flagship Pioneering, Inc., he continues to serve as a manager of Flagship Fund IV GP. Each of these individuals and entities may be deemed to share voting and investment power with respect to all shares held by Flagship Fund IV. Each of the reporting persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
Each share of Series B Preferred Stock converted into shares of the Issuer's Common Stock on a one-for-1.842 basis upon the closing of the Issuer's initial public offering.
Shares held by Flagship Ventures Fund IV-Rx, L.P. ("Flagship Fund IV-Rx"). Flagship Fund IV GP is the general partner of Flagship Fund IV-Rx. Noubar B. Afeyan, Ph.D. and Edwin M. Kania, Jr. are the managers of Flagship Fund IV GP. While Mr. Kania is retired from Flagship Pioneering, Inc., he continues to serve as a manager of Flagship Fund IV GP. Each of these individuals and entities may be deemed to share voting and investment power with respect to all shares held by Flagship Fund IV-Rx. Each of the reporting persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
Each share of Series C Preferred Stock converted into shares of the Issuer's Common Stock on a one-for-1.842 basis upon the closing of the Issuer's initial public offering.
Each share of Series E Preferred Stock converted into shares of the Issuer's Common Stock on a one-for-1.842 basis upon the closing of the Issuer's initial public offering.
Shares held by Flagship Ventures Opportunities Fund I, L.P. ("Flagship Opportunities I"). Flagship Ventures Opportunities Fund I General Partner LLC ("Flagship Opportunities GP") is the general partner of Flagship Opportunities I. Noubar B. Afeyan, Ph.D. serves as sole manager of Flagship Opportunities GP and may be deemed to possess sole voting and investment power with respect to all shares held by Flagship Opportunities I. Each of the reporting persons disclaims beneficial ownership of the shares except to the extent of his or its pecuniary interest therein.