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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
APPLIED GENETIC TECHNOLOGIES CORP [ AGTC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/01/2014 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | 04/01/2014 | C | 1,142,666 | A | (1) | 1,142,666 | I | See footnotes(2) | ||
Common Stock | 04/01/2014 | P(3) | 62,871 | A | $12(3) | 1,205,537 | I | See footnotes(2) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 A-1 Convertible Preferred Stock | (1) | 04/01/2014 | C | 10,443,612 | (1) | (4) | Common Stock | 628,399 | $0.00 | 0 | I | See footnotes(2) | |||
Series B-1 Convertible Preferred Stock | (1) | 04/01/2014 | C | 4,806,416 | (1) | (4) | Common Stock | 137,326 | $0.00 | 0 | I | See footnotes(2) | |||
Series B-2 Convertible Preferred Stock | (1) | 04/01/2014 | C | 8,919,218 | (1) | (4) | Common Stock | 254,834 | $0.00 | 0 | I | See footnotes(2) | |||
Series B-3 Convertible Preferred Stock | (1) | 04/01/2014 | C | 4,273,746 | (1) | (4) | Common Stock | 122,107 | $0.00 | 0 | I | See footnotes(2) | |||
Series B-1 Warrant (Right to Buy) | $0.1297(5) | 04/01/2014 | C | 312,228(5) | (6) | 05/02/2017 | Series B-1 Convertible Preferred Stock | 312,228(5) | $0.00 | 0 | I | See footnotes(2) | |||
Common Stock Warrant (Right to Buy) | $4.54(5) | 04/01/2014 | C | 8,920(5) | (6) | 05/02/2017 | Common Stock | 8,920(5) | $0.00 | 8,920 | I | See footnotes(2) |
Explanation of Responses: |
1. Each share of convertible preferred stock converted automatically into common stock upon the closing of the Issuer's initial public offering, and had no expiration date. |
2. Shares are held of record by Intersouth Partners VI, L.P. Intersouth Associates VI, LLC is the general partner of Intersouth Partners VI, L.P. The reporting person is a partner at Intersouth Associates VI, LLC. The reporting person disclaims beneficial ownership of all the shares held by Intersouth Partners VI, L.P. and this report shall not be deemed an admission of beneficial ownership of such shares for the purposes of Section 16 or for any other purpose except to the extent of his proportionate pecuniary interest therein. |
3. Shares purchased in the Issuer's initial public offering at the initial public offering price of $12.00 per share. |
4. Not applicable. |
5. Each share of Series B-1 convertible preferred stock automatically converted into shares of common stock upon the closing of the Issuer's initial public offering on a 1-for-35 basis. |
6. Warrant was fully exercisable upon original issue. |
Remarks: |
/s/ Hemmie Chang, attorney-in-fact for James Rosen | 04/01/2014 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |