0000899243-15-001801.txt : 20150728 0000899243-15-001801.hdr.sgml : 20150728 20150728183222 ACCESSION NUMBER: 0000899243-15-001801 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150724 FILED AS OF DATE: 20150728 DATE AS OF CHANGE: 20150728 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SUNESIS PHARMACEUTICALS INC CENTRAL INDEX KEY: 0001061027 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 943295878 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 395 OYSTER POINT BOULEVARD STREET 2: SUITE 400 CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 650-266-3500 MAIL ADDRESS: STREET 1: 395 OYSTER POINT BOULEVARD STREET 2: SUITE 400 CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 FORMER COMPANY: FORMER CONFORMED NAME: MOSAIC PHARMACEUTICALS INC DATE OF NAME CHANGE: 19980709 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bay City Capital Fund V Co-Investment Fund, L.P. CENTRAL INDEX KEY: 0001409813 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51531 FILM NUMBER: 151010748 BUSINESS ADDRESS: STREET 1: 750 BATTERY STREET STREET 2: Suite 400 CITY: San Francisco STATE: CA ZIP: 94111 BUSINESS PHONE: (415) 676-3830 MAIL ADDRESS: STREET 1: 750 BATTERY STREET STREET 2: Suite 400 CITY: San Francisco STATE: CA ZIP: 94111 FORMER NAME: FORMER CONFORMED NAME: Bay City Capital Fund V Co-Investment Fund LP DATE OF NAME CHANGE: 20070815 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bay City Capital Fund V, L.P. CENTRAL INDEX KEY: 0001401826 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51531 FILM NUMBER: 151010749 BUSINESS ADDRESS: STREET 1: 750 Battery Street STREET 2: Suite 400 CITY: San Francisco STATE: CA ZIP: 94111 BUSINESS PHONE: 415-676-3830 MAIL ADDRESS: STREET 1: 750 Battery Street STREET 2: Suite 400 CITY: San Francisco STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bay City Capital Management V LLC CENTRAL INDEX KEY: 0001461543 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51531 FILM NUMBER: 151010750 BUSINESS ADDRESS: STREET 1: 750 BATTERY STREET, SUITE 400 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415-676-3830 MAIL ADDRESS: STREET 1: 750 BATTERY STREET, SUITE 400 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BAY CITY CAPITAL LLC CENTRAL INDEX KEY: 0001288452 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51531 FILM NUMBER: 151010751 BUSINESS ADDRESS: STREET 1: 750 BATTERY STREET STE 400 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415.676.3830 MAIL ADDRESS: STREET 1: 750 BATTERY STREET STE 400 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 FORMER NAME: FORMER CONFORMED NAME: BAY CITY CAPITAL FUND LLC DATE OF NAME CHANGE: 20040423 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2015-07-24 0 0001061027 SUNESIS PHARMACEUTICALS INC SNSS 0001288452 BAY CITY CAPITAL LLC 750 BATTERY STREET, SUITE 400 SAN FRANCISCO CA 94111 0 0 1 0 0001461543 Bay City Capital Management V LLC 750 BATTERY STREET, SUITE 400 SAN FRANCISCO CA 94111 0 0 1 0 0001401826 Bay City Capital Fund V, L.P. 750 BATTERY STREET, SUITE 400 SAN FRANCISCO CA 94111 0 0 1 0 0001409813 Bay City Capital Fund V Co-Investment Fund, L.P. 750 BATTERY STREET, SUITE 400 SAN FRANCISCO CA 94111 0 0 1 0 Common Stock 2015-07-24 4 X 0 1089788 1.32 A 5683475 I See Footnotes Common Stock 2015-07-24 4 S 0 415877 3.46 D 5267598 I See Footnotes Common Stock 2015-07-24 4 X 0 544893 1.32 A 5812491 I See Footnotes Common Stock 2015-07-24 4 S 0 207938 3.46 D 5604553 I See Footnotes Common Stock 2015-07-24 4 X 0 20766 1.32 A 5625319 I See Footnotes Common Stock 2015-07-24 4 S 0 7925 3.46 D 5617394 I See Footnotes Common Stock 2015-07-24 4 X 0 10383 1.32 A 5627777 I See Footnotes Common Stock 2015-07-24 4 S 0 3962 3.46 D 5623815 I See Footnotes Warrant (right to buy) 1.32 2015-07-24 4 X 0 1089788 0.00 D 2009-04-03 2016-04-03 Common Stock 1089788 0 I See Footnotes Warrant (right to buy) 1.32 2015-07-24 4 X 0 544893 0.00 D 2009-10-03 2016-10-03 Common Stock 544893 0 I See Footnotes Warrant (right to buy) 1.32 2015-07-24 4 X 0 20766 0.00 D 2009-04-03 2016-04-03 Common Stock 20766 0 I See Footnotes Warrant (right to buy) 1.32 2015-07-24 4 X 0 10383 0.00 D 2009-10-03 2016-10-03 Common Stock 10383 0 I See Footnotes Bay City Capital LLC, a Delaware limited liability company ("BCC"), Bay City Capital Management V LLC, a Delaware limited liability company ("Management V"), Bay City Capital Fund V, L.P., a Delaware limited partnership ("Fund V"), and Bay City Capital Fund V Co-Investment Fund, L.P., a Delaware limited partnership ("Co-Investment V") are deemed to be a "group" for the purposes of Section 13(d) under the Securities Exchange Act of 1934. Management V is the general partner of Fund V and Co-Investment V and has sole voting and dispositive power with respect to the securities held by Fund V and Co-Investment V. BCC, the manager of Management V, is also an advisor to Fund V and Co-Investment V and has sole voting and dispositive power with respect to the securities held by Fund V and Co-Investment V. These securities are held by Fund V. On July 27, 2015, Fund V exercised a warrant to purchase 1,089,788 shares of Sunesis Pharmaceuticals Inc. ("Sunesis") common stock for $1.32 a share. Fund V paid the exercise price on a cashless basis, resulting in Sunesis withholding of 415,877 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 673,911 shares. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.32 to $3.58 inclusive. Upon request, the reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission, full information regarding the shares sold at each separate price within the ranges set forth in footnote four (4) of this Form 4. On July 27,2015, Fund V exercised a warrant to purchase 544,893 shares of Sunesis common stock for $1.32 a share. Fund V paid the exercise price on a cashless basis, resulting in Sunesis withholding of 207,938 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 336,955 shares. These securities are held by Co-Investment V. On July 27, 2015, Co-Investment V exercised a warrant to purchase 20,766 shares of Sunesis common stock for $1.32 a share. Co-Investment V paid the exercise price on a cashless basis, resulting in Sunesis withholding of 7,925 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 12,841 shares. On July 27, 2015, Co-Investment V exercised a warrant to purchase 10,383 shares of Sunesis common stock for $1.32 a share. Co-Investment V paid the exercise price on a cashless basis, resulting in Sunesis withholding of 3,962 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 6,421 shares. Signed by Fred Craves, Managing Director of Bay City Capital LLC for itself; for and on behalf of Bay City Capital Management V LLC in its capacity as manager thereof; and for and on behalf of Bay City Capital Fund V, L.P. and Bay City Capital Fund V Co-Investment Fund, L.P. in its capacity as manager of Bay City Capital Management V LLC, the general partner of Bay City Capital Fund V, L.P. and Bay City Capital Fund V Co-Investment Fund, L.P. /s/ Fred Craves 2015-07-28