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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
X
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*
ARCH VENTURE FUND VI LP

(Last) (First) (Middle)
8725 W HIGGINS RD
STE 290

(Street)
CHICAGO IL 60631

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Achaogen Inc [ AKAO ]
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)
03/17/2014
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 03/17/2014 C 340,799 A (1) 340,799 D(2)(3)
Common Stock 03/17/2014 C 296,879 A (4) 637,678 D(2)(3)
Common Stock 03/17/2014 C 469,937 A (5) 1,107,615 D(2)(3)
Common Stock 03/17/2014 C 311,042 A (5) 1,418,657 D(2)(3)
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 A Preferred Stock(1) (1) 03/17/2014 C 296,982 (6) (7) Common Stock 340,799 (1) 0 D(2)(3)
Series B Preferred Stock(4) (4) 03/17/2014 C 223,441 (6) (7) Common Stock 296,879 (4) 0 D(2)(3)
Series C Preferred Stock(5) (5) 03/17/2014 C 469,937 (6) (7) Common Stock 469,937 (5) 0 D(2)(3)
Series D Preferred Stock(5) (5) 03/17/2014 C 311,042 (6) (7) Common Stock 311,042 (5) 0 D(2)(3)
1. Name and Address of Reporting Person*
ARCH VENTURE FUND VI LP

(Last) (First) (Middle)
8725 W HIGGINS RD
STE 290

(Street)
CHICAGO IL 60631

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
ARCH VENTURE PARTNERS VI LP

(Last) (First) (Middle)
8725 W HIGGINS RD
STE 290

(Street)
CHICAGO IL 60631

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
ARCH VENTURE PARTNERS VI LLC

(Last) (First) (Middle)
8725 W HIGGINS RD
STE 290

(Street)
CHICAGO IL 60631

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
CRANDELL KEITH

(Last) (First) (Middle)
8725 W HIGGINS RD
STE 290

(Street)
CHICAGO IL 60631

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
BYBEE CLINTON

(Last) (First) (Middle)
8725 W HIGGINS RD
STE 290

(Street)
CHICAGO IL 60631

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
NELSEN ROBERT

(Last) (First) (Middle)
8725 W HIGGINS RD
STE 290

(Street)
CHICAGO IL 60631

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Each share of Series A Preferred Stock automatically converted on a 1-to-1.147541 basis into Common Stock without receipt of any additional consideration immediately prior to the closing of the Issuer's initial public offering on March 17, 2014.
2. Securities held of record by ARCH Venture Fund VI, L.P. ("ARCH VI"). ARCH Venture Partners VI, L.P. (the "GPLP"), as the sole general partner of ARCH VI, may be deemed to beneficially own certain of the shares held of record by ARCH VI. The GPLP disclaims beneficial ownership of all shares held of record by ARCH VI in which the GPLP does not have an actual pecuniary interest. ARCH Venture Partners VI, LLC (the "GPLLC"), as the sole general partner of the GPLP, may be deemed to beneficially own certain of the shares held of record by ARCH VI. The GPLLC disclaims beneficial ownership of all shares held of record by ARCH VI in which the GPLLC does not have an actual pecuniary interest. Each of Keith Crandell, Clinton Bybee and Robert Nelsen, as managing directors of the GPLLC, may be deemed to beneficially own certain of the shares held of record by ARCH VI.
3. Each of Messrs. Crandell, Bybee and Nelsen disclaims beneficial ownership of all shares held of record by ARCH VI except to the extent of their pecuniary interest therein.
4. Each share of Series B Preferred Stock automatically converted on a 1-to-1.328671 basis into Common Stock without receipt of any additional consideration immediately prior to the closing of the Issuer's initial public offering on March 17, 2014.
5. Each share of Series C and Series D Preferred Stock automatically converted on a 1-to-1 basis into Common Stock without receipt of any additional consideration immediately prior to the closing of the Issuer's initial public offering on March 17, 2014.
6. The shares converted into Common Stock immediately prior to the closing of the Issuer's initial public offering.
7. The shares do not have an expiration date.
Remarks:
By: /s/ Mark McDonnell, as Attorney-in-Fact for Keith Crandell, Managing Director of the general partner of the general partner of ARCH VI 03/17/2014
/s/ Mark McDonnell, as Attorney-in-Fact for Keith Crandell, Managing Director of the general partner of GPLP 03/17/2014
/s/ Mark McDonnell, as Attorney-in-Fact for Keith Crandell, Managing Director of GPLLC 03/17/2014
/s/ Mark McDonnell, as Attorney-in-Fact for Keith Crandell 03/17/2014
/s/ Mark McDonnell, as Attorney-in-Fact for Clinton Bybee 03/17/2014
/s/ Mark McDonnell, as Attorney-in-Fact for Robert Nelsen 03/17/2014
** 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.