0001209191-14-005945.txt : 20140130 0001209191-14-005945.hdr.sgml : 20140130 20140130183218 ACCESSION NUMBER: 0001209191-14-005945 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140130 FILED AS OF DATE: 20140130 DATE AS OF CHANGE: 20140130 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WERNER HAROLD R CENTRAL INDEX KEY: 0001013603 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36193 FILM NUMBER: 14562005 MAIL ADDRESS: STREET 1: C/O HEALTHCARE VENTURES LLC STREET 2: 44 NASSAU STREET CITY: PRINCETON STATE: NJ ZIP: 08542 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LITTLECHILD JOHN W CENTRAL INDEX KEY: 0001013469 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36193 FILM NUMBER: 14562006 MAIL ADDRESS: STREET 1: 55 CAMBRIDGE PARKWAY STREET 2: SUITE 301 CITY: CAMBRIDGE STATE: MA ZIP: 02142 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LAWLOR AUGUSTINE CENTRAL INDEX KEY: 0001262327 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36193 FILM NUMBER: 14562007 MAIL ADDRESS: STREET 1: 55 CAMBRIDGE PARKWAY STREET 2: SUITE 301 CITY: CAMBRIDGE STATE: MA ZIP: 02142 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mirabelli Christopher CENTRAL INDEX KEY: 0001262326 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36193 FILM NUMBER: 14562008 MAIL ADDRESS: STREET 1: 55 CAMBRIDGE PARKWAY STREET 2: SUITE 301 CITY: CAMBRIDGE STATE: MA ZIP: 02142 FORMER NAME: FORMER CONFORMED NAME: MIRAELLI CHRISTOPHER DATE OF NAME CHANGE: 20030904 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CAVANAUGH JAMES H CENTRAL INDEX KEY: 0001013473 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36193 FILM NUMBER: 14562009 MAIL ADDRESS: STREET 1: 265 HOTHORPE LANE CITY: VILLANOVA STATE: PA ZIP: 19085 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HealthCare Partners VIII, L.P. CENTRAL INDEX KEY: 0001358991 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36193 FILM NUMBER: 14562011 BUSINESS ADDRESS: STREET 1: 44 NASSAU STREET CITY: PRINCETON STATE: NJ ZIP: 08542 BUSINESS PHONE: 609-430-3913 MAIL ADDRESS: STREET 1: 44 NASSAU STREET CITY: PRINCETON STATE: NJ ZIP: 08542 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HealthCare Ventures VIII, L.P. CENTRAL INDEX KEY: 0001358990 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36193 FILM NUMBER: 14562012 BUSINESS ADDRESS: STREET 1: 44 NASSAU STREET CITY: PRINCETON STATE: NJ ZIP: 08542 BUSINESS PHONE: 609-430-3913 MAIL ADDRESS: STREET 1: 44 NASSAU STREET CITY: PRINCETON STATE: NJ ZIP: 08542 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TREVENA INC CENTRAL INDEX KEY: 0001429560 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE BUSINESS ADDRESS: STREET 1: 1018 WEST 8TH AVENUE, SUITE A CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 BUSINESS PHONE: 610-354-8840 MAIL ADDRESS: STREET 1: 1018 WEST 8TH AVENUE, SUITE A CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HealthCare Partners VIII, LLC CENTRAL INDEX KEY: 0001358992 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36193 FILM NUMBER: 14562010 BUSINESS ADDRESS: STREET 1: 44 NASSAU STREET CITY: PRINCETON STATE: NJ ZIP: 08542 BUSINESS PHONE: 609-430-3913 MAIL ADDRESS: STREET 1: 44 NASSAU STREET CITY: PRINCETON STATE: NJ ZIP: 08542 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2014-01-30 0 0001429560 TREVENA INC TRVN 0001358990 HealthCare Ventures VIII, L.P. C/O HEALTHCARE VENTURES LLC, 47 THORNDIKE STREET, SUITE B1-1 CAMBRIDGE MA 02141 0 0 1 0 0001358991 HealthCare Partners VIII, L.P. C/O HEALTHCARE VENTURES LLC, 47 THORNDIKE STREET, SUITE B1-1 CAMBRIDGE MA 02141 0 0 1 0 0001358992 HealthCare Partners VIII, LLC C/O HEALTHCARE VENTURES LLC, 47 THORNDIKE STREET, SUITE B1-1 CAMBRIDGE MA 02141 0 0 1 0 0001013473 CAVANAUGH JAMES H C/O HEALTHCARE VENTURES LLC, 47 THORNDIKE STREET, SUITE B1-1 CAMBRIDGE MA 02141 0 0 1 0 0001262326 Mirabelli Christopher C/O HEALTHCARE VENTURES LLC, 47 THORNDIKE STREET, SUITE B1-1 CAMBRIDGE MA 02141 1 0 1 0 0001262327 LAWLOR AUGUSTINE C/O HEALTHCARE VENTURES LLC, 47 THORNDIKE STREET, SUITE B1-1 CAMBRIDGE MA 02141 0 0 1 0 0001013469 LITTLECHILD JOHN W C/O HEALTHCARE VENTURES LLC, 47 THORNDIKE STREET, SUITE B1-1 CAMBRIDGE MA 02141 0 0 1 0 0001013603 WERNER HAROLD R C/O HEALTHCARE VENTURES LLC 47 THORNDIKE STREET, SUITE B1-1 CAMBRIDGE MA 02141 0 0 1 0 Common Stock 0 D Series A Preferred Stock Common Stock 967741 I See Footnotes Series B Preferred Stock Common Stock 677419 I See Footnotes Series C Preferred Stock Common Stock 504032 I See Footnotes Immediately prior to closing of the issuer's initial public offering, the preferred stock held by the reporting persons will automatically convert into common stock on a 6.2 to 1 basis. The securities are held of record by HealthCare Ventures VIII, L.P. ("HCVVIII"). HealthCare Partners VIII, L.P. ("HCPVIII") is the General Partner of HCVVIII and HealthCare Partners VIII LLC (the "LLC") is the General Partner of HCPVIII. Each of James Cavanaugh, Harold Werner, John Littlechild, Christopher Mirabelli and Augustine Lawlor are the managing directors of the LLC and exercise shared voting and investment power with respect to the shares owned by HCVVIII. Each of the reporting persons disclaims beneficial ownership of such securities, except to the extent of their proportionate pecuniary interest therein. Dr. Mirabelli is also a director of the issuer. HCVVIII holds an aggregate of 6,000,000 shares of Series A Preferred Stock which is convertible into 967,740 shares of Common Stock. HCVVIII holds an aggregate of 4,200,000 shares of Series B Preferred Stock which is convertible into 677,419 shares of Common Stock. HCVVIII holds an aggregate of 3,125,000 shares of Series C Preferred Stock which is convertible into 504,032 shares of Common Stock. /s/Jeffrey B. Steinberg, Administrative Partner of HealthCare Ventures VIII, L.P. 2014-01-30 Jeffrey B. Steinberg, Administrative Partner of HealthCare Partners VIII, L.P. 2014-01-30 Jeffrey B. Steinberg, Administrative Officer of HealthCare Partners VIII LLC 2014-01-30 Jeffrey B. Steinberg, Attorney-in-Fact for James H. Cavanaugh 2014-01-30 Jeffrey B. Steinberg, Attorney-in-Fact for Christopher Mirabelli 2014-01-30 Jeffrey B. Steinberg, Attorney-in-Fact for Augustine Lawlor 2014-01-30 Jeffrey B. Steinberg, Attorney-in-Fact for John Littlechild 2014-01-30 Jeffrey B. Steinberg, Attorney-in-Fact for Harold Werner 2014-01-30 EX-24.3_503939 2 poa.txt POA DOCUMENT POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Jeffrey B. Steinberg his true and lawful attorney-in-fact, with full power of substitution, to sign any and all instruments, certificates and documents that may be necessary, desirable or appropriate to be executed on behalf of himself as an individual or in his capacity as a general partner of any partnership, or as a managing directors of any limited liability company, pursuant to sections 13 and 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and any and all regulations promulgated thereunder, and Rules 144, 144A and 145 under the Securities Act of 1933, as amended (the "Securities Act"), and to file the same, with all exhibits thereto, and any other documents in connection therewith, with the Securities and Exchange Commission, and with any other entity when and if such is mandated by the Exchange Act, by the Securities Act or by the By-laws of the National Association of Securities Dealers, Inc., or by the by-laws, rules or regulations of the Financial Industry Regulatory Authority, granting unto said attorney-in-fact full power and authority to do and perform each and every act and thing necessary, desirable or appropriate, fully to all intents and purposes as he might or could do in person, thereby ratifying and confirming all that said attorney-in-fact, or his substitutes may lawfully do or cause to be done by virtue hereof. This Power of Attorney shall be valid for five (5) years from the date set forth below. IN WITNESS WHEREOF, this Power of Attorney has been signed as of the 4th day of November, 2013. /s/James H. Cavanaugh, Ph.D. James H. Cavanaugh, Ph.D. /s/Christopher Mirabelli, Ph.D. Christopher Mirabelli, Ph.D. /s/Harold Werner Harold Werner /s/John Littlechild John Littlechild /s/Augustine Lawlor Augustine Lawlor