SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Care Capital III LLC

(Last) (First) (Middle)
47 HULFISH STREET
SUITE 310

(Street)
PRINCETON NJ 08542

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
AGILE THERAPEUTICS INC [ AGRX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/29/2014
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/29/2014 C 1,950,200 A (1) 1,950,200 I See footnotes (2) (3) (4)
Common Stock 05/29/2014 C 424,557 A (5) 2,374,757 I See footnotes (3) (4) (6)
Common Stock 05/29/2014 C 135,432 A (7) 2,510,189 I See footnotes (3) (8)
Common Stock 05/29/2014 P 500,000 A $6 3,010,189 I See footnote (9)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series B Preferred Stock (1) 05/29/2014 C 1,393,000 (1) (1) (1) Common Stock 1,950,200 (1) (1) 0 I See footnotes (2) (3) (4)
Series C Preferred Stock (4) 05/29/2014 C 303,255 (5) (5) (5) Common Stock 424,557 (5) (5) 0 I See footnotes (3) (4) (6)
8% Convertible Promissory Note (7) 05/29/2014 C 135,432 (7) (7) (7) Series A Preferred Stock 135,432 (7) (7) 0 I See footnotes (3) (8)
1. Name and Address of Reporting Person*
Care Capital III LLC

(Last) (First) (Middle)
47 HULFISH STREET
SUITE 310

(Street)
PRINCETON NJ 08542

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Care Capital Investments III L.P.

(Last) (First) (Middle)
47 HULFISH STREET
SUITE 310

(Street)
PRINCETON NJ 08542

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Care Capital Offshore Investments III LP

(Last) (First) (Middle)
47 HULFISH STREET
SUITE 310

(Street)
PRINCETON NJ 08542

(City) (State) (Zip)
Explanation of Responses:
1. The issuer's Series B Preferred Stock automatically converted into shares of Common Stock on a 1.4-for-1 basis upon the closing of the issuer's initial public offering and had no expiration date.
2. Consists of 1,918,165 shares of Common Stock underlying the Series B Preferred Stock held by Care Capital Investments III LP and 32,025 shares of Common Stock underlying the Series B Preferred Stock held by Care Capital Offshore Investments III L.P.
3. Care Capital III LLC is the general partner of Care Capital Investments III LP and Care Capital Offshore Investments III LP and as a result, Care Capital III LLC has the ultimate power to vote or direct the vote and to dispose or direct the disposition of such shares. Richard Markham, Jan Leschly, Jerry N. Karabelas and David R. Ramsay are the four managing members at Care Capital III LLC, and in their capacity as such, may be deemed to exercise shared voting and investment power over the shares held by the reporting persons, each of whom disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
4. The number of underlying shares of Common Stock reported in Column 7 reflects a 1.4-for-1 stock split that became effective on May 7, 2014.
5. The issuer's Series C Preferred Stock automatically converted into shares of Common Stock on a 1.4-for-1 basis upon the closing of the issuer's initial public offering and had no expiration date.
6. Consists of 417,584 shares of Common Stock underlying the Series C Preferred Stock held by Care Capital Investments III LP and 6,973 shares of Common Stock underlying the Series B Preferred Stock held by Care Capital Offshore Investments III L.P.
7. The issuer's 8% Convertible Promissory Notes (the "Notes") automatically converted into a number of shares of Common Stock equal to the quotient of the aggregate outstanding principal amount and all accrued and unpaid interest due under the Notes divided by $6.00.
8. Consists of Notes with a principal balance of $793,770.23 and interest accrued through May 29, 2014 of $5,468.19 convertible into 133,207 shares of Common Stock held by Care Capital Investments III, LP and Notes with a principal balance of $13,256.22 and interest accrued through May 29, 2014 of $91.32 convertible into 2,225 shares of Common Stock held by Care Capital Offshore Investments III, LP.
9. Consists of 491,787 Common Shares owned by Care Capital Investments III LP and 8,213 shares owned by Care Capital Offshore Investments III LP.
Care Capital III LLC /s/ David R. Ramsay 05/29/2014
Care Capital Investments III LP, By: Care Capital III LLC, Its General Partner /s/ David R. Ramsay 05/29/2014
Care Capital Offshore Investments III LP, By: Care Capital III LLC, Its General Partner /s/ David R. Ramsay 05/29/2014
** Signature of Reporting Person Date
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