-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, F4SJjmCO5v32J+GwBqOwH3tV2ygIejWSsU4JEPZ7J0LY/Bt5Hde7jEBiOMxPvRKI VoN2pZaeFhAsqZSwYLybTg== 0001104659-02-000457.txt : 20020414 0001104659-02-000457.hdr.sgml : 20020414 ACCESSION NUMBER: 0001104659-02-000457 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020214 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: OLYMPIC VENTURE PARTNERS IV LP CENTRAL INDEX KEY: 0001167046 IRS NUMBER: 911823937 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 2420 CARILLON POINT CITY: KIRKLAND STATE: WA ZIP: 98033 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SEATTLE GENETICS INC /WA CENTRAL INDEX KEY: 0001060736 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 911874389 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-61317 FILM NUMBER: 02546944 BUSINESS ADDRESS: STREET 1: 22215 26TH AVENUE S E STREET 2: SUITE 3000 CITY: BOTHELL STATE: WA ZIP: 98021 BUSINESS PHONE: 4254894990 MAIL ADDRESS: STREET 1: 22215 26TH AVENUE S E STREET 2: SUITE 3000 CITY: BOTHELL STATE: WA ZIP: 98021 SC 13G 1 j2846_sc13g.htm SC 13G Hummer - DeltaPoint Schedule 13G Original - 1996

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

SCHEDULE 13G

 

 

(Rule 13d-102)

 

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)

(Amendment No.           ) *

 

Seattle Genetics, Inc.

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

812578102

(CUSIP Number)

 

December 31, 2001

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

o

Rule 13d-1(c)

ý

Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 



 

CUSIP No.  812578102

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Olympic Venture Partners IV, L.P. (“OVP IV”)
Tax ID Number:   

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
2,364,446 shares, except that OVMC IV, L.L.C. (“OVMC IV”), the general partner of OVP IV, may be deemed to have sole power to vote these shares, and George H. Clute (“Clute”), Gerard H. Langeler (“Langeler”), William D. Miller (“Miller”) and Charles P. Waite, Jr. (“Waite”), the managing members of OVMC IV, may be deemed to have shared power to vote these shares.

 

6.

Shared Voting Power
See response to row 5.

 

7.

Sole Dispositive Power
2,364,446 shares, except that OVMC IV, the general partner of OVP IV, may be deemed to have sole power to dispose of these shares, and Clute, Langeler, Miller and Waite, the managing members of OVMC IV, may be deemed to have shared power to dispose of these shares.

 

8.

Shared Dispositive Power
See response to row 7.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
2,364,446

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
o

 

 

11.

Percent of Class Represented by Amount in Row (9)
8.1%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

 

2



 

CUSIP No.  812578102

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Olympic Venture Partners IV Entrepreneurs Fund, L.P. (“OVP IV EF”)
Tax ID Number:

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
100,000 shares, except that OVMC IV, the general partner of OVP IV EF, may be deemed to have sole power to vote these shares, and Clute, Langeler, Miller and Waite, the managing members of OVMC IV, may be deemed to have shared power to vote these shares.

 

6.

Shared Voting Power
See response to row 5.

 

7.

Sole Dispositive Power
100,000 shares, except that OVMC IV, the general partner of OVP IV EF, may be deemed to have sole power to dispose of these shares, and Clute, Langeler, Miller and Waite, the managing members of OVMC IV, may be deemed to have shared power to dispose of these shares.

 

8.

Shared Dispositive Power
See response to row 7.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
100,000

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.3%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

 

3



 

CUSIP No.  812578102

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
OVMC IV, L.L.C. (“OVMC IV”)
Tax ID Number:   

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
2,464,446 shares, of which 2,364,446 are directly owned by OVP IV and 100,000 are directly owned by OVP IV EF.  OVMC IV, the general partner of OVP IV and OVP IV EF, may be deemed to have sole power to vote these shares, and Clute, Langeler, Miller and Waite, the managing members of OVMC IV, may be deemed to have shared power to vote these shares.

 

6.

Shared Voting Power
See response to row 5.

 

7.

Sole Dispositive Power
2,464,446 shares, of which 2,364,446 are directly owned by OVP IV and 100,000 are directly owned by OVP IV EF.  OVMC IV, the general partner of OVP IV and OVP IV EF, may be deemed to have sole power to dispose of these shares, and Clute, Langeler, Miller and Waite, the managing members of OVMC IV may be deemed to have shared power to dispose of these shares.

 

8.

Shared Dispositive Power
See response to row 7.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
2,464,446

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
o

 

 

11.

Percent of Class Represented by Amount in Row (9)
8.4%

 

 

12.

Type of Reporting Person (See Instructions)
OO

 

 

 

4



 

CUSIP No.  812578102

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
George H. Clute (“Clute”)

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
U.S. Citizen

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0 shares

 

6.

Shared Voting Power
2,464,446 shares, of which 2,364,446 are directly owned by OVP IV and 100,000 are directly owned by OVP IV EF.  OVMC IV is the general partner of OVP IV and OVP IV EF and Clute, a managing member of OVMC IV, may be deemed to have shared power to vote these shares.

 

7.

Sole Dispositive Power
0 shares

 

8.

Shared Dispositive Power
2,464,446 shares, of which 2,364,446 are directly owned by OVP IV and 100,000 are directly owned by OVP IV EF.    OVMC IV is the general partner of OVP IV and OVP IV EF and Clute, a managing member of OVMC IV, may be deemed to have shared power to dispose of these shares.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
2,464,446

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
o

 

 

11.

Percent of Class Represented by Amount in Row (9)
8.4%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

 

5



 

CUSIP No.  812578102

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Gerard H. Langeler (“Langeler”)

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
U.S. Citizen

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0 shares

 

6.

Shared Voting Power
2,464,446 shares, of which 2,364,446 are directly owned by OVP IV and 100,000 are directly owned by OVP IV EF.   OVMC IV is the general partner of OVP IV and OVP IV EF and Langeler, a managing member of OVMC IV, may be deemed to have shared power to vote these shares.

 

7.

Sole Dispositive Power
0 shares

 

8.

Shared Dispositive Power
2,464,446 shares, of which 2,364,446 are directly owned by OVP IV and 100,000 are directly owned by OVP IV EF.   OVMC IV is the general partner of OVP IV and OVP IV EF and Langeler, a managing member of OVMC IV, may be deemed to have shared power to dispose of these shares.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
2,464,446

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
o

 

 

11.

Percent of Class Represented by Amount in Row (9)
8.4%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

 

6



 

CUSIP No.  812578102

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
William D. Miller (“Miller”)

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
U.S. Citizen

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0 shares

 

6.

Shared Voting Power
2,464,446 shares, of which 2,364,446 are directly owned by OVP IV and 100,000 are directly owned by OVP IV EF.   OVMC IV is the general partner of OVP IV and OVP IV EF and Miller, a managing member of OVMC IV, may be deemed to have shared power to vote these shares.

 

7.

Sole Dispositive Power
0 shares

 

8.

Shared Dispositive Power
2,464,446 shares, of which 2,364,446 are directly owned by OVP IV and 100,000 are directly owned by OVP IV EF.   OVMC IV is the general partner of OVP IV and OVP IV EF and Miller, a managing member of OVMC IV, may be deemed to have shared power to dispose of these shares.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
2,464,446

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
o

 

 

11.

Percent of Class Represented by Amount in Row (9)
8.4%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

 

7



 

CUSIP No.  812578102

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Charles P. Waite, Jr. (“Waite”)

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
U.S. Citizen

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
25,000 shares

 

6.

Shared Voting Power
2,464,446 shares, of which 2,364,446 are directly owned by OVP IV and 100,000 are directly owned by OVP IV EF.   OVMC IV is the general partner of OVP IV and OVP IV EF and Waite, a managing member of OVMC IV, may be deemed to have shared power to vote these shares.

 

7.

Sole Dispositive Power
25,000 shares

 

8.

Shared Dispositive Power
2,464,446 shares, of which 2,364,446 are directly owned by OVP IV and 100,000 are directly owned by OVP IV EF.   OVMC IV is the general partner of OVP IV and OVP IV EF and Waite, a managing member of OVMC IV, may be deemed to have shared power to dispose of these shares.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
2,489,446

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
o

 

 

11.

Percent of Class Represented by Amount in Row (9)
8.5%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

 

8



 

Item 1.

 

(a)

Name of Issuer
Seattle Genetics, Inc.

 

(b)

Address of Issuer's Principal Executive Offices
21823 30th Drive SE

Bothell, Washington 90821

 

Item 2.

 

(a)

Name of Person Filing
This Statement is filed by Olympic Venture Partners IV, L.P., a Delaware limited partnership (“OVP IV”), Olympic Venture Partners IV Entrepreneurs Fund, L.P., a Delaware limited partnership (“OVP IV EF”), OVMC IV, L.L.C., a Delaware limited liability company (“OVMC IV”) and the general partner of OVP IV and OVP IV EF, George H. Clute (“Clute”), Gerard H. Langeler (“Langeler”), William D. Miller (“Miller”) and Charles P. Waite, Jr. (“Waite”), the managing members of OVMC IV.  The foregoing entities and individuals are collectively referred to as the “Reporting Persons.”

 

OVMC IV, the general partner of OVP IV and OVP IV EF, may be deemed to have sole power to vote and sole power to dispose of shares of the issuer directly owned by OVP IV and OVP IV EF. Clute, Langeler, Miller and Waite are managing members of OVMC IV and may be deemed to have shared power to vote and shared power to dispose of shares of the issuer directly owned by OVP IV and OVP IV EF.

 

(b)

Address of Principal Business Office or, if none, Residence
The address for each of the Reporting Persons is:

OVP Venture Partners

2420 Carillon Point
Kirkland, Washington 98033

 

(c)

Citizenship
OVP IV and OVP IV EF, are Delaware limited partnerships.  OVMC IV is a Delaware limited liability company.  Clute, Langeler, Miller and Waite are United States citizens.

 

(d)

Title of Class of Securities
Common Stock

 

(e)

CUSIP Number
CUSIP # 812578102

 

Item 3.

Not Applicable

 

9



 

Item 4.

Ownership.

The following information with respect to the ownership of the Common Stock of the issuer by the persons filing this Statement is provided as of December 31, 2001:

 

(a)

Amount beneficially owned:    See Row 9 of cover page for each Reporting Person.

 

(b)

Percent of class:    See Row 11 of cover page for each Reporting Person.

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote    See Row 5 of cover page for each Reporting Person.

 

 

(ii)

Shared power to vote or to direct the vote    See Row 6 of cover page for each Reporting Person.

 

 

(iii)

Sole power to dispose or to direct the disposition of    See Row 7 of cover page for each Reporting Person.

 

 

(iv)

Shared power to dispose or to direct the disposition of    See Row 8 of cover page for each Reporting Person.

 

Item 5.

Ownership of Five Percent or Less of a Class

Not applicable.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Under certain circumstances set forth in the limited partnership agreements of OVP IV and OVP IV EF, and the limited liability company agreement of OVMC IV, the general and limited partners or members, as the case may be, of each of such entities may be deemed to have the right to receive dividends from, or the proceeds from, the sale of shares of the issuer owned by each such entity of which they are a partner.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group

Not applicable.

 

Item 9.

Notice of Dissolution of Group

Not applicable.

 

Item 10.

Certification

Not applicable.

 

 

10



 

 

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date:  February 12, 2002

 

 

OLYMPIC VENTURE PARTNERS IV, L.P., a Delaware Limited Partnership

 

 

 

By:  OVMC IV, L.L.C., a Delaware Limited Liability Company

 

Its:  General Partner

 

 

 

OLYMPIC VENTURE PARTNERS IV ENTREPRENEURS FUND, L.P., a Delaware Limited Partnership

 

 

 

By:  OVMC IV, L.L.C., a Delaware Limited Liability Company

 

Its:  General Partner

 

 

 

OVMC IV, L.L.C., a Delaware Limited Liability Company

 

 

 

By:

/s/ Bill Funcannon

 

Bill Funcannon,

 

Attorney-in-fact

 

 

 

GEORGE H. CLUTE

 

 

 

By:

/s/ Bill Funcannon

 

Bill Funcannon,

 

Attorney-in-fact

 

 

 

 

 

GERARD H. LANGELER

 

 

 

By:

/s/ Bill Funcannon

 

Bill Funcannon,

 

Attorney-in-fact

 

 

 

 

 

WILLIAM D. MILLER

 

 

 

By:

/s/ Bill Funcannon

 

Bill Funcannon,

 

Attorney-in-fact

 

 

 

 

 

CHARLES P. WAITE, JR.

 

 

 

By:

/s/ Bill Funcannon

 

Bill Funcannon,

 

Attorney-in-fact

 

 

 

11



 

 

 

EXHIBIT INDEX

 

 

Found on

 

 

Sequentially

Exhibit

 

Numbered Page

 

 

 

Exhibit A:  Agreement of Joint Filing

 

13

 

 

 

Exhibit B:  Reference to Bill Funcannon as Attorney-in-fact

 

14

 

12



 

 

EXHIBIT A

Agreement of Joint Filing

The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the Common Stock of Seattle Genetics, Inc. shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an exhibit to such Schedule 13G.

 

Date:  February 12, 2002

 

 

 

 

OLYMPIC VENTURE PARTNERS IV, L.P., a Delaware Limited Partnership

 

 

 

By:  OVMC IV, L.L.C., a Delaware Limited Liability Company

 

Its:  General Partner

 

 

 

 

 

 

 

OLYMPIC VENTURE PARTNERS IV ENTREPRENEURS FUND, L.P., a Delaware Limited Partnership

 

 

 

By: OVMC IV, L.L.C., a Delaware Limited Liability Company

 

Its:  General Partner

 

 

 

 

 

 

 

OVMC IV, L.L.C., a Delaware Limited Liability Company

 

 

 

By:

/s/ Bill Funcannon

 

Bill Funcannon,

 

Attorney-in-fact

 

 

 

 

 

GEORGE H. CLUTE

 

 

 

By:

/s/ Bill Funcannon

 

Bill Funcannon,

 

Attorney-in-fact

 

 

 

 

 

GERARD H. LANGELER

 

 

 

By:

/s/ Bill Funcannon

 

Bill Funcannon,

 

Attorney-in-fact

 

 

 

 

 

WILLIAM D. MILLER

 

 

 

By:

/s/ Bill Funcannon

 

Bill Funcannon,

 

Attorney-in-fact

 

 

 

 

 

CHARLES P. WAITE, JR.

 

 

 

By: 

/s/ Bill Funcannon

 

Bill Funcannon,

 

Attorney-in-fact

 

 

13



 

 

EXHIBIT B

 

REFERENCE TO BILL FUNCANNON AS ATTORNEY-IN-FACT

 

                                Bill Funcannon has signed the enclosed documents as Attorney-in-fact.  Note that copies of the applicable Power of Attorneys are already on file with the appropriate agencies.

 

 

 

 

14


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