0001144204-14-010275.txt : 20140218 0001144204-14-010275.hdr.sgml : 20140217 20140218160128 ACCESSION NUMBER: 0001144204-14-010275 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140218 DATE AS OF CHANGE: 20140218 GROUP MEMBERS: DENNIS DOUGHERTY GROUP MEMBERS: INTERSOUTH AFFILIATES V, L.P. GROUP MEMBERS: INTERSOUTH ASSOCIATES IV LLC GROUP MEMBERS: INTERSOUTH ASSOCIATES V LLC GROUP MEMBERS: INTERSOUTH PARTNERS V, L.P. GROUP MEMBERS: MITCH MUMMA SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ARGOS THERAPEUTICS INC CENTRAL INDEX KEY: 0001105533 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 562110007 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-88006 FILM NUMBER: 14622230 BUSINESS ADDRESS: STREET 1: 4233 TECHNOLOGY DR CITY: DURHAM STATE: NC ZIP: 27704 BUSINESS PHONE: 9192876300 MAIL ADDRESS: STREET 1: 4233 TECHNOLOGY DR CITY: DURHAM STATE: NC ZIP: 27704 FORMER COMPANY: FORMER CONFORMED NAME: MERIX BIOSCIENCE INC DATE OF NAME CHANGE: 20000207 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: INTERSOUTH PARTNERS IV LP /NC CENTRAL INDEX KEY: 0001056245 IRS NUMBER: 562068300 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 102 CITY HALL PLAZA CITY: DURHAM STATE: NC ZIP: 27701 BUSINESS PHONE: 9194936640 MAIL ADDRESS: STREET 1: 102 CITY HALL PLAZA CITY: DURHAM STATE: NC ZIP: 27701 SC 13G 1 v368990_sc13g.htm SC 13G

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

Argos Therapeutics, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

040221103

(CUSIP Number)

February 7, 2014

(Date of Event Which Requires Filing of this Statement)

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

¨	Rule 13d-1(b)
x	Rule 13d-1(c)
¨	Rule 13d-1(d)

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

The information required on 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.

CUSIP No. 040221103

Page 2 of 16

1.	Name of Reporting Person
	I.R.S. Identification No. of Above Person (Entities Only)

	Intersouth Affiliates V, L.P.

2.	Check the Appropriate Box if a Member of a Group

		(a) ¨
	Not Applicable	(b) ¨


3.	SEC Use Only



4.	Citizenship or Place of Organization

	Delaware

	5.	Sole Voting Power

Number of		0
Shares
Beneficially	6.	Shared Voting Power
Owned By
Each Reporting		32,999
Person with
	7.	Sole Dispositive Power

		0

	8.	Shared Dispositive Power

		32,999

9.	Aggregate Amount Beneficially Owned by Each Reporting Person

	32,999

10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares

	Not Applicable

11.	Percent of Class Represented by Amount in Row (9)

	Less than 1%

12.	Type of Reporting Person

	PN

CUSIP No. 040221103

Page 3 of 16

1.	Name of Reporting Person
	I.R.S. Identification No. of Above Person (Entities Only)

	Intersouth Partners V, L.P.

2.	Check the Appropriate Box if a Member of a Group

		(a) ¨
	Not Applicable	(b) ¨


3.	SEC Use Only



4.	Citizenship or Place of Organization

	Delaware

	5.	Sole Voting Power

Number of		0
Shares
Beneficially	6.	Shared Voting Power
Owned By
Each Reporting		721,884
Person with
	7.	Sole Dispositive Power

		0

	8.	Shared Dispositive Power

		721,884

9.	Aggregate Amount Beneficially Owned by Each Reporting Person

	721,884

10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares

	Not Applicable

11.	Percent of Class Represented by Amount in Row (9)

	3.8%

12.	Type of Reporting Person

	PN

CUSIP No. 040221103

Page 4 of 16

1.	Name of Reporting Person
	I.R.S. Identification No. of Above Person (Entities Only)

	Intersouth Associates V LLC

2.	Check the Appropriate Box if a Member of a Group

		(a) ¨
	Not Applicable	(b) ¨


3.	SEC Use Only



4.	Citizenship or Place of Organization

	Delaware

	5.	Sole Voting Power

Number of		0
Shares
Beneficially	6.	Shared Voting Power
Owned By
Each Reporting		754,883
Person with
	7.	Sole Dispositive Power

		0

	8.	Shared Dispositive Power

		754,883

9.	Aggregate Amount Beneficially Owned by Each Reporting Person

	754,883

10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares

	Not Applicable

11.	Percent of Class Represented by Amount in Row (9)

	4.0%

12.	Type of Reporting Person

	OO

CUSIP No. 040221103

Page 5 of 16

1.	Name of Reporting Person
	I.R.S. Identification No. of Above Person (Entities Only)

	Intersouth Partners IV, L.P.

2.	Check the Appropriate Box if a Member of a Group

		(a) ¨
	Not Applicable	(b) ¨


3.	SEC Use Only



4.	Citizenship or Place of Organization

	Delaware

	5.	Sole Voting Power

Number of		0
Shares
Beneficially	6.	Shared Voting Power
Owned By
Each Reporting		315,096
Person with
	7.	Sole Dispositive Power

		0

	8.	Shared Dispositive Power

		315,096

9.	Aggregate Amount Beneficially Owned by Each Reporting Person

	315,096

10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares

	Not Applicable

11.	Percent of Class Represented by Amount in Row (9)

	1.7%

12.	Type of Reporting Person

	PN

CUSIP No. 040221103

Page 6 of 16

1.	Name of Reporting Person
	I.R.S. Identification No. of Above Person (Entities Only)

	Intersouth Associates IV LLC

2.	Check the Appropriate Box if a Member of a Group

		(a) ¨
	Not Applicable	(b) ¨


3.	SEC Use Only



4.	Citizenship or Place of Organization

	Delaware

	5.	Sole Voting Power

Number of		0
Shares
Beneficially	6.	Shared Voting Power
Owned By
Each Reporting		315,096
Person with
	7.	Sole Dispositive Power

		0

	8.	Shared Dispositive Power

		315,096

9.	Aggregate Amount Beneficially Owned by Each Reporting Person

	315,096

10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares

	Not Applicable

11.	Percent of Class Represented by Amount in Row (9)

	1.7%

12.	Type of Reporting Person

	OO

CUSIP No. 040221103

Page 7 of 16

1.	Name of Reporting Person
	I.R.S. Identification No. of Above Person (Entities Only)

	Mitch Mumma

2.	Check the Appropriate Box if a Member of a Group

		(a) ¨
	Not Applicable	(b) ¨


3.	SEC Use Only



4.	Citizenship or Place of Organization

	United States of America

	5.	Sole Voting Power

Number of		0
Shares
Beneficially	6.	Shared Voting Power
Owned By
Each Reporting		1,069,979
Person with
	7.	Sole Dispositive Power

		0

	8.	Shared Dispositive Power

		1,069,979

9.	Aggregate Amount Beneficially Owned by Each Reporting Person

	1,069,979

10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares

	Not Applicable

11.	Percent of Class Represented by Amount in Row (9)

	5.6%

12.	Type of Reporting Person

	IN

CUSIP No. 040221103

Page 8 of 16

1.	Name of Reporting Person
	I.R.S. Identification No. of Above Person (Entities Only)

	Dennis Dougherty

2.	Check the Appropriate Box if a Member of a Group

		(a) ¨
	Not Applicable	(b) ¨


3.	SEC Use Only



4.	Citizenship or Place of Organization

	United States of America

	5.	Sole Voting Power

Number of		0
Shares
Beneficially	6.	Shared Voting Power
Owned By
Each Reporting		1,069,979
Person with
	7.	Sole Dispositive Power

		0

	8.	Shared Dispositive Power

		1,069,979

9.	Aggregate Amount Beneficially Owned by Each Reporting Person

	1,069,979

10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares

	Not Applicable

11.	Percent of Class Represented by Amount in Row (9)

	5.6%

12.	Type of Reporting Person

	IN

CUSIP No. 040221103

Page 9 of 16

Item 1(a)

Name of Issuer

Argos Therapeutics, Inc.

Item 1(b)

Address of Issuer’s Principal Executive Offices

4233 Technology Drive, Durham, NC 27704.

Item 2(a)

Name of Person Filing

This Schedule 13G is being filed by Intersouth Partners V, L.P., Intersouth Affiliates V, L.P., Intersouth Associates V LLC, Intersouth Partners IV, L.P., Intersouth Associates IV LLC, Mitch Mumma and Dennis Dougherty (together, the “Reporting Persons”).

Item 2(b)

Address of Principal Business Office, or if none, Residence

102 City Hall Plaza, Suite 200, Durham, NC 27701.

Item 2(c)

Citizenship

Dennis Dougherty and Mitch Mumma are United States citizens. Each of Intersouth Partners V, L.P., Intersouth Affiliates V, L.P. and Intersouth Partners IV, L.P. is a limited partnership organized under the laws of the State of Delaware. Intersouth Associates V LLC and Intersouth Associates IV LLC are limited liability companies organized under the laws of the State of Delaware.

Item 2(d)

Title of Class of Securities

Common Stock, par value $0.001 per share.

Item 2(e)

CUSIP Number

040221103

Item 3.

Filing pursuant to Rules 13d-1(b) or 13d-2(b) or (c)

Not Applicable

Item 4.

Ownership

(a) The Reporting Persons are the beneficial owners of an aggregate of 1,069,979 shares of Common Stock, which represents 5.6% of the Issuer’s outstanding Common Stock based upon 19,048,958 shares outstanding as reported on the Issuer’s Rule 424(b)(4) prospectus filed with the Securities and Exchange Commission on February 7, 2014. The Reporting Persons’ beneficial ownership consists of (i) 32,999 shares of Common Stock held by Intersouth Affiliates V, L.P., (ii) 721,884 shares of Common Stock held by Intersouth Partners V, L.P., and (iii) 315,096 shares of Common Stock held by Intersouth Partners IV, L.P.

CUSIP No. 040221103

Page 10 of 16

Intersouth Associates V LLC, the general partner of each of Intersouth Partners V, L.P. and Intersouth Affiliates V, L.P., and Intersouth Associates IV LLC, the general partner of Intersouth Partners IV, L.P., may be deemed to share voting and dispositive power over the shares held by each of Intersouth Affiliates V, L.P. and Intersouth Partners V, L.P. and Intersouth Partners IV, L.P., respectively. Dennis Dougherty and Mitch Mumma are both Member Managers of Intersouth Associates V LLC, and Intersouth Associates IV LLC, and share voting and investment power over the shares held by Intersouth Affiliates V, L.P., Intersouth Partners V, L.P. and Intersouth Partners IV, L.P.

(b)

Percent of class:

Intersouth Affiliates V, L.P.: less than 1%

Intersouth Partners V, L.P.: 3.8%

Intersouth Associates V LLC: 4.0%

Intersouth Partners IV, L.P.: 1.7%

Intersouth Partners IV LLC: 1.7%

Mitch Mumma: 5.6%

Dennis Dougherty: 5.6%

(c)

Number of shares as to which such person has:

Sole power to vote or to direct the vote: 0

Shared power to vote or to direct the vote:

Intersouth Affiliates V, L.P.:32,999

Intersouth Partners V, L.P.: 721,884

Intersouth Associates V LLC: 754,883

Intersouth Partners IV, L.P.: 315,096

Intersouth Partners IV LLC: 315,096

Mitch Mumma: 1,069,979

Dennis Dougherty: 1,069,979

Sole power to dispose or to direct the disposition of: 0

Shared power to dispose or to direct the disposition of:

Intersouth Affiliates V, L.P.:32,999

Intersouth Partners V, L.P.: 721,884

Intersouth Associates V LLC: 754,883

Intersouth Partners IV, L.P.: 315,096

Intersouth Partners IV LLC: 315,096

Mitch Mumma: 1,069,979

Dennis Dougherty: 1,069,979

CUSIP No. 040221103

Page 11 of 16

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

Not Applicable

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

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

Exhibit Index

Exhibit A – Joint Filing Agreement

CUSIP No. 040221103

Page 12 of 16

SIGNATURE

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 17, 2014

	/s/ Mitch Mumma
	Mitch Mumma

	/s/Dennis Dougherty
	Dennis Dougherty

	INTERSOUTH AFFILIATES V, L.P.

	By:	Intersouth Associates V LLC,
	its general partner

	By:	/s/ Mitch Mumma
	Name: Mitch Mumma
	Title: Member Manager

	INTERSOUTH PARTNERS V, L.P.

	By:	Intersouth Associates V LLC,
	its general partner

	By:	/s/ Mitch Mumma
	Name: Mitch Mumma
	Title: Member Manager

CUSIP No. 040221103

Page 13 of 16

	INTERSOUTH ASSOCIATES V LLC

	By:	/s/ Mitch Mumma
	Name: Mitch Mumma
	Title: Member Manager

	INTERSOUTH PARTNERS IV, L.P.

	By: Intersouth Associates IV LLC,
	its general partner

	By:	/s/ Mitch Mumma
	Name: Mitch Mumma
	Title: Member Manager

	INTERSOUTH ASSOCIATES IV LLC

	By:	/s/ Mitch Mumma
	Name: Mitch Mumma
	Title: Member Manager

CUSIP No. 040221103

Page 14 of 16

Exhibit A

Agreement Regarding the Joint Filing of Schedule 13g

The undersigned, being duly authorized thereunto, hereby execute this agreement as an exhibit to this Schedule 13G to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule jointly on behalf of each such party.

Date: February 17, 2014

[Signature Pages Follow]

CUSIP No. 040221103

Page 15 of 16

IN WITNESS WHEREOF, the parties hereto have executed and delivered this Agreement as of the date first written above.

	/s/ Mitch Mumma
	Mitch Mumma

	/s/Dennis Dougherty
	Dennis Dougherty

	INTERSOUTH AFFILIATES V, L.P.

	By:	Intersouth Associates V LLC,
	its general partner

	By:	/s/ Mitch Mumma
	Name: Mitch Mumma
	Title: Member Manager

	INTERSOUTH PARTNERS V, L.P.

	By:	Intersouth Associates V LLC,
	its general partner

	By:	/s/ Mitch Mumma
	Name: Mitch Mumma
	Title: Member Manager

CUSIP No. 040221103

Page 16 of 16

	INTERSOUTH ASSOCIATES V LLC

	By:	/s/ Mitch Mumma
	Name: Mitch Mumma
	Title: Member Manager

	INTERSOUTH PARTNERS IV, L.P.

	By: Intersouth Associates IV LLC,
	its general partner

	By:	/s/ Mitch Mumma
	Name: Mitch Mumma
	Title: Member Manager

	INTERSOUTH ASSOCIATES IV LLC

	By:	/s/ Mitch Mumma
	Name: Mitch Mumma
	Title: Member Manager