0001104659-16-095086.txt : 20160210 0001104659-16-095086.hdr.sgml : 20160210 20160209174249 ACCESSION NUMBER: 0001104659-16-095086 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20160210 DATE AS OF CHANGE: 20160209 GROUP MEMBERS: BARBARA N. LUBASH GROUP MEMBERS: BRADLEY J. BOLZON GROUP MEMBERS: BRIAN G. ATWOOD GROUP MEMBERS: CHARLES M. WARDEN GROUP MEMBERS: DONALD B. MILDER GROUP MEMBERS: REBECCA B. ROBERTSON GROUP MEMBERS: ROSS A. JAFFE GROUP MEMBERS: SAMUEL D. COLELLA GROUP MEMBERS: VERSANT SIDE FUND II, L.P. GROUP MEMBERS: VERSANT VENTURE CAPITAL II, L.P. GROUP MEMBERS: VERSANT VENTURES II, LLC GROUP MEMBERS: WILLIAM J. LINK SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SECOND SIGHT MEDICAL PRODUCTS INC CENTRAL INDEX KEY: 0001266806 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 000000000 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-88691 FILM NUMBER: 161401248 BUSINESS ADDRESS: STREET 1: 12744 SAN FERNANDO ROAD, BLDG. 3 CITY: SYLMAR STATE: CA ZIP: 91342 BUSINESS PHONE: 818-833-5000 MAIL ADDRESS: STREET 1: 12744 SAN FERNANDO ROAD, BLDG. 3 CITY: SYLMAR STATE: CA ZIP: 91342 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Versant Affiliates Fund II-A, LP CENTRAL INDEX KEY: 0001354132 IRS NUMBER: 943410106 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: ONE SANSOME STREET STREET 2: SUITE 3630 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 BUSINESS PHONE: 650-233-7877 MAIL ADDRESS: STREET 1: ONE SANSOME STREET STREET 2: SUITE 3630 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 SC 13G/A 1 a16-3827_2sc13ga.htm SC 13G/A

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)
(Amendment No. 1)*

 

Second Sight Medical, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

81362J100

(CUSIP Number)

December 31, 2015

(Date of Event Which Requires Filing of this Statement)

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

o

Rule 13d-1(b)

o

Rule 13d-1(c)

x

Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person's initial filing on 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 (however, see the Notes).

 


 

CUSIP No. 81362J100

13 G

 

 

 

1

Names of Reporting Persons.
Versant Affiliates Fund II-A, L.P.

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
Delaware, United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
82,949 shares of Common Stock (2)

 

6

Shared Voting Power
0 shares

 

7

Sole Dispositive Power
82,949 shares of Common Stock (2)

 

8

Shared Dispositive Power
0 shares

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
82,949 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* o

 

 

11

Percent of Class Represented by Amount in Row 9
0.2% (3)

 

 

12

Type of Reporting Person*
PN

 

(1) This Schedule 13G is filed by Versant Affiliates Fund II-A, L.P., a Delaware limited partnership (“VAF II-A”), Versant Side Fund II, L.P., a Delaware limited partnership (“VSF II”), Versant Venture Capital II, L.P., a Delaware limited partnership (“VVC II”), Versant Ventures II, LLC, a Delaware limited liability company (“VV II”), Brian G. Atwood (“BGA”), Samuel D. Colella (“SDC”), Ross A. Jaffe (“RAJ”), William J. Link (“WJL”), Donald B. Milder (“DBM”), Rebecca B. Robertson (“RBR”), Bradley J. Bolzon (“BJB”), Charles M. Warden (“CMW”), Barbara N. Lubash (“BNL” and together with VAF II-A, VSF II, VVC II, VV II, BGA, SDC, RAJ, WJL, DBM, RBR, BJB and CMW, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. 

(2) VV II serves as the sole general partner of VAF II-A and owns no securities of the Issuer directly.   BGA, SDC, RAJ, WJL, DBM, RBR, BJB, CMW and BNL are managing directors and/or members of VV II and share voting and dispositive power over the shares held by VAF II-A; however, they disclaim beneficial ownership of the shares held by VAF II-A except to the extent of their pecuniary interests therein.  The information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2015.

(3) This percentage is calculated based upon 35,851,400 shares of Common Stock outstanding as of November 6, 2015 as set forth as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commissions on November 16, 2015.

 

2


 

CUSIP No. 81362J100

13 G

 

 

 

1

Names of Reporting Persons.
Versant Side Fund II, L.P.

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
Delaware, United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
39,062 shares of Common Stock (2)

 

6

Shared Voting Power
0 shares

 

7

Sole Dispositive Power
39,062 shares of Common Stock (2)

 

8

Shared Dispositive Power
0 shares

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
39,062 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* o

 

 

11

Percent of Class Represented by Amount in Row 9
0.1% (3)

 

 

12

Type of Reporting Person*
PN

 

(1) This Schedule 13G is filed by Versant Affiliates Fund II-A, L.P., a Delaware limited partnership (“VAF II-A”), Versant Side Fund II, L.P., a Delaware limited partnership (“VSF II”), Versant Venture Capital II, L.P., a Delaware limited partnership (“VVC II”), Versant Ventures II, LLC, a Delaware limited liability company (“VV II”), Brian G. Atwood (“BGA”), Samuel D. Colella (“SDC”), Ross A. Jaffe (“RAJ”), William J. Link (“WJL”), Donald B. Milder (“DBM”), Rebecca B. Robertson (“RBR”), Bradley J. Bolzon (“BJB”), Charles M. Warden (“CMW”), Barbara N. Lubash (“BNL” and together with VAF II-A, VSF II, VVC II, VV II, BGA, SDC, RAJ, WJL, DBM, RBR, BJB and CMW, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. 

(2) VV II serves as the sole general partner of VSF II and owns no securities of the Issuer directly.   BGA, SDC, RAJ, WJL, DBM, RBR, BJB, CMW and BNL are managing directors and/or members of VV II and share voting and dispositive power over the shares held by VSF II; however, they disclaim beneficial ownership of the shares held by VSF II except to the extent of their pecuniary interests therein.  The information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2015.

(3) This percentage is calculated based upon 35,851,400 shares of Common Stock outstanding as of November 6, 2015 as set forth as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commissions on November 16, 2015.

 

3


 

CUSIP No. 81362J100

13 G

 

 

 

1

Names of Reporting Persons.
Versant Venture Capital II, L.P.

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
Delaware, United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
4,370,964 shares of Common Stock (2)

 

6

Shared Voting Power
0 shares

 

7

Sole Dispositive Power
4,370,964 shares of Common Stock (2)

 

8

Shared Dispositive Power
0 shares

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
4,370,964 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* o

 

 

11

Percent of Class Represented by Amount in Row 9
12.2% (3)

 

 

12

Type of Reporting Person*
PN

 

(1) This Schedule 13G is filed by Versant Affiliates Fund II-A, L.P., a Delaware limited partnership (“VAF II-A”), Versant Side Fund II, L.P., a Delaware limited partnership (“VSF II”), Versant Venture Capital II, L.P., a Delaware limited partnership (“VVC II”), Versant Ventures II, LLC, a Delaware limited liability company (“VV II”), Brian G. Atwood (“BGA”), Samuel D. Colella (“SDC”), Ross A. Jaffe (“RAJ”), William J. Link (“WJL”), Donald B. Milder (“DBM”), Rebecca B. Robertson (“RBR”), Bradley J. Bolzon (“BJB”), Charles M. Warden (“CMW”), Barbara N. Lubash (“BNL” and together with VAF II-A, VSF II, VVC II, VV II, BGA, SDC, RAJ, WJL, DBM, RBR, BJB and CMW, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. 

(2) VV II serves as the sole general partner of VVC II and owns no securities of the Issuer directly.   BGA, SDC, RAJ, WJL, DBM, RBR, BJB, CMW and BNL are managing directors and/or members of VV II and share voting and dispositive power over the shares held by VVC II; however, they disclaim beneficial ownership of the shares held by VVC II except to the extent of their pecuniary interests therein.  The information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2015.

(3) This percentage is calculated based upon 35,851,400 shares of Common Stock outstanding as of November 6, 2015 as set forth as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commissions on November 16, 2015.

 

4


 

CUSIP No. 81362J100

13 G

 

 

 

1

Names of Reporting Persons
Versant Ventures II, LLC

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
Delaware, United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
4,492,975 shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
4,492,975 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
4,492,975 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* o

 

 

11

Percent of Class Represented by Amount in Row 9
12.5% (3)

 

 

12

Type of Reporting Person*
OO

 

(1) This Schedule 13G is filed by Versant Affiliates Fund II-A, L.P., a Delaware limited partnership (“VAF II-A”), Versant Side Fund II, L.P., a Delaware limited partnership (“VSF II”), Versant Venture Capital II, L.P., a Delaware limited partnership (“VVC II”), Versant Ventures II, LLC, a Delaware limited liability company (“VV II”), Brian G. Atwood (“BGA”), Samuel D. Colella (“SDC”), Ross A. Jaffe (“RAJ”), William J. Link (“WJL”), Donald B. Milder (“DBM”), Rebecca B. Robertson (“RBR”), Bradley J. Bolzon (“BJB”), Charles M. Warden (“CMW”), Barbara N. Lubash (“BNL” and together with VAF II-A, VSF II, VVC II, VV II, BGA, SDC, RAJ, WJL, DBM, RBR, BJB and CMW, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. 

(2) Includes: (i) 82,949 shares held by VAF II-A; (ii) 39,062 shares held by VSF II; and (iii) 4,370,964 shares held by VVC II. VV II serves as the sole general partner of VAF II-A, VSF II and VVC II and owns no securities of the Issuer directly.  BGA, SDC, RAJ, WJL, DBM, RBR, BJB, CMW and BNL are managing directors and/or members of VV II and share voting and dispositive power over the shares held by VAF II-A, VSF II and VVC II; however, they disclaim beneficial ownership of the shares held by VAF II-A, VSF II and VVC II except to the extent of their pecuniary interests therein.  The information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2015.

(3) This percentage is calculated based upon 35,851,400 shares of Common Stock outstanding as of November 6, 2015 as set forth as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commissions on November 16, 2015.

 

5


 

CUSIP No. 81362J100

13 G

 

 

 

1

Names of Reporting Persons
Brian G. Atwood

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
4,492,975 shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
4,492,975 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
4,492,975 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* o

 

 

11

Percent of Class Represented by Amount in Row 9
12.5% (3)

 

 

12

Type of Reporting Person*
IN

 

(1) This Schedule 13G is filed by Versant Affiliates Fund II-A, L.P., a Delaware limited partnership (“VAF II-A”), Versant Side Fund II, L.P., a Delaware limited partnership (“VSF II”), Versant Venture Capital II, L.P., a Delaware limited partnership (“VVC II”), Versant Ventures II, LLC, a Delaware limited liability company (“VV II”), Brian G. Atwood (“BGA”), Samuel D. Colella (“SDC”), Ross A. Jaffe (“RAJ”), William J. Link (“WJL”), Donald B. Milder (“DBM”), Rebecca B. Robertson (“RBR”), Bradley J. Bolzon (“BJB”), Charles M. Warden (“CMW”), Barbara N. Lubash (“BNL” and together with VAF II-A, VSF II, VVC II, VV II, BGA, SDC, RAJ, WJL, DBM, RBR, BJB and CMW, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. 

(2) Includes: (i) 82,949 shares held by VAF II-A; (ii) 39,062 shares held by VSF II; and (iii) 4,370,964 shares held by VVC II. VV II serves as the sole general partner of VAF II-A, VSF II and VVC II and owns no securities of the Issuer directly.   BGA is a managing director and/or member of VV II and shares voting and dispositive power over the shares held by VAF II-A, VSF II and VVC II; however, he disclaims beneficial ownership of the shares held by VAF II-A, VSF II and VVC II except to the extent of his pecuniary interests therein.  The information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2015.

(3) This percentage is calculated based upon 35,851,400 shares of Common Stock outstanding as of November 6, 2015 as set forth as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commissions on November 16, 2015.

 

6


 

CUSIP No. 81362J100

13 G

 

 

 

1

Names of Reporting Persons
Samuel D. Colella

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
4,492,975 shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
4,492,975 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
4,492,975 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* o

 

 

11

Percent of Class Represented by Amount in Row 9
12.5% (3)

 

 

12

Type of Reporting Person*
IN

 

(1) This Schedule 13G is filed by Versant Affiliates Fund II-A, L.P., a Delaware limited partnership (“VAF II-A”), Versant Side Fund II, L.P., a Delaware limited partnership (“VSF II”), Versant Venture Capital II, L.P., a Delaware limited partnership (“VVC II”), Versant Ventures II, LLC, a Delaware limited liability company (“VV II”), Brian G. Atwood (“BGA”), Samuel D. Colella (“SDC”), Ross A. Jaffe (“RAJ”), William J. Link (“WJL”), Donald B. Milder (“DBM”), Rebecca B. Robertson (“RBR”), Bradley J. Bolzon (“BJB”), Charles M. Warden (“CMW”), Barbara N. Lubash (“BNL” and together with VAF II-A, VSF II, VVC II, VV II, BGA, SDC, RAJ, WJL, DBM, RBR, BJB and CMW, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. 

(2) Includes: (i) 82,949 shares held by VAF II-A; (ii) 39,062 shares held by VSF II; and (iii) 4,370,964 shares held by VVC II. VV II serves as the sole general partner of VAF II-A, VSF II and VVC II and owns no securities of the Issuer directly.   SDC is a managing director and/or member of VV II and shares voting and dispositive power over the shares held by VAF II-A, VSF II and VVC II; however, he disclaims beneficial ownership of the shares held by VAF II-A, VSF II and VVC II except to the extent of his pecuniary interests therein.  The information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2015.

(3) This percentage is calculated based upon 35,851,400 shares of Common Stock outstanding as of November 6, 2015 as set forth as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commissions on November 16, 2015.

 

7


 

CUSIP No. 81362J100

13 G

 

 

 

1

Names of Reporting Persons
Ross A. Jaffe

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
4,492,975 shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
4,492,975 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
4,492,975 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* o

 

 

11

Percent of Class Represented by Amount in Row 9
12.5% (3)

 

 

12

Type of Reporting Person*
IN

 

(1) This Schedule 13G is filed by Versant Affiliates Fund II-A, L.P., a Delaware limited partnership (“VAF II-A”), Versant Side Fund II, L.P., a Delaware limited partnership (“VSF II”), Versant Venture Capital II, L.P., a Delaware limited partnership (“VVC II”), Versant Ventures II, LLC, a Delaware limited liability company (“VV II”), Brian G. Atwood (“BGA”), Samuel D. Colella (“SDC”), Ross A. Jaffe (“RAJ”), William J. Link (“WJL”), Donald B. Milder (“DBM”), Rebecca B. Robertson (“RBR”), Bradley J. Bolzon (“BJB”), Charles M. Warden (“CMW”), Barbara N. Lubash (“BNL” and together with VAF II-A, VSF II, VVC II, VV II, BGA, SDC, RAJ, WJL, DBM, RBR, BJB and CMW, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. 

(2) Includes: (i) 82,949 shares held by VAF II-A; (ii) 39,062 shares held by VSF II; and (iii) 4,370,964 shares held by VVC II. VV II serves as the sole general partner of VAF II-A, VSF II and VVC II and owns no securities of the Issuer directly.   RAJ is a managing director and/or member of VV II and shares voting and dispositive power over the shares held by VAF II-A, VSF II and VVC II; however, he disclaims beneficial ownership of the shares held by VAF II-A, VSF II and VVC II except to the extent of his pecuniary interests therein.  The information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2015.

(3) This percentage is calculated based upon 35,851,400 shares of Common Stock outstanding as of November 6, 2015 as set forth as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commissions on November 16, 2015.

 

8


 

CUSIP No. 81362J100

13 G

 

 

 

1

Names of Reporting Persons
William J. Link

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
5,439 shares (2)

 

6

Shared Voting Power
4,492,975 shares of Common Stock (3)

 

7

Sole Dispositive Power
5,439 shares (2)

 

8

Shared Dispositive Power
4,492,975 shares of Common Stock (3)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
4,492,975 shares of Common Stock (2)(3)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* o

 

 

11

Percent of Class Represented by Amount in Row 9
12.5% (4)

 

 

12

Type of Reporting Person*
IN

 

(1) This Schedule 13G is filed by Versant Affiliates Fund II-A, L.P., a Delaware limited partnership (“VAF II-A”), Versant Side Fund II, L.P., a Delaware limited partnership (“VSF II”), Versant Venture Capital II, L.P., a Delaware limited partnership (“VVC II”), Versant Ventures II, LLC, a Delaware limited liability company (“VV II”), Brian G. Atwood (“BGA”), Samuel D. Colella (“SDC”), Ross A. Jaffe (“RAJ”), William J. Link (“WJL”), Donald B. Milder (“DBM”), Rebecca B. Robertson (“RBR”), Bradley J. Bolzon (“BJB”), Charles M. Warden (“CMW”), Barbara N. Lubash (“BNL” and together with VAF II-A, VSF II, VVC II, VV II, BGA, SDC, RAJ, WJL, DBM, RBR, BJB and CMW, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. 

(2) Includes 5,439 shares of Common Stock held by WJL.

(3) Includes: (i) 82,949 shares held by VAF II-A; (ii) 39,062 shares held by VSF II; and (iii) 4,370,964 shares held by VVC II. VV II serves as the sole general partner of VAF II-A, VSF II and VVC II and owns no securities of the Issuer directly.   WJL is a managing director and/or member of VV II and shares voting and dispositive power over the shares held by VAF II-A, VSF II and VVC II; however, he disclaims beneficial ownership of the shares held by VAF II-A, VSF II and VVC II except to the extent of his pecuniary interests therein.  The information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2015.

(4) This percentage is calculated based upon 35,851,400 shares of Common Stock outstanding as of November 6, 2015 as set forth as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commissions on November 16, 2015.

 

9


 

CUSIP No. 81362J100

13 G

 

 

 

1

Names of Reporting Persons
Donald B. Milder

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
4,492,975 shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
4,492,975 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
4,492,975 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* o

 

 

11

Percent of Class Represented by Amount in Row 9
12.5% (3)

 

 

12

Type of Reporting Person*
IN

 

(1) This Schedule 13G is filed by Versant Affiliates Fund II-A, L.P., a Delaware limited partnership (“VAF II-A”), Versant Side Fund II, L.P., a Delaware limited partnership (“VSF II”), Versant Venture Capital II, L.P., a Delaware limited partnership (“VVC II”), Versant Ventures II, LLC, a Delaware limited liability company (“VV II”), Brian G. Atwood (“BGA”), Samuel D. Colella (“SDC”), Ross A. Jaffe (“RAJ”), William J. Link (“WJL”), Donald B. Milder (“DBM”), Rebecca B. Robertson (“RBR”), Bradley J. Bolzon (“BJB”), Charles M. Warden (“CMW”), Barbara N. Lubash (“BNL” and together with VAF II-A, VSF II, VVC II, VV II, BGA, SDC, RAJ, WJL, DBM, RBR, BJB and CMW, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. 

(2) Includes: (i) 82,949 shares held by VAF II-A; (ii) 39,062 shares held by VSF II; and (iii) 4,370,964 shares held by VVC II. VV II serves as the sole general partner of VAF II-A, VSF II and VVC II and owns no securities of the Issuer directly.   DBM is a managing director and/or member of VV II and shares voting and dispositive power over the shares held by VAF II-A, VSF II and VVC II; however, he disclaims beneficial ownership of the shares held by VAF II-A, VSF II and VVC II except to the extent of his pecuniary interests therein.  The information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2015.

(3) This percentage is calculated based upon 35,851,400 shares of Common Stock outstanding as of November 6, 2015 as set forth as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commissions on November 16, 2015.

 

10


 

CUSIP No. 81362J100

13 G

 

 

 

1

Names of Reporting Persons
Rebecca B. Robertson

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
4,492,975 shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
4,492,975 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
4,492,975 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* o

 

 

11

Percent of Class Represented by Amount in Row 9
12.5% (3)

 

 

12

Type of Reporting Person*
IN

 

(1) This Schedule 13G is filed by Versant Affiliates Fund II-A, L.P., a Delaware limited partnership (“VAF II-A”), Versant Side Fund II, L.P., a Delaware limited partnership (“VSF II”), Versant Venture Capital II, L.P., a Delaware limited partnership (“VVC II”), Versant Ventures II, LLC, a Delaware limited liability company (“VV II”), Brian G. Atwood (“BGA”), Samuel D. Colella (“SDC”), Ross A. Jaffe (“RAJ”), William J. Link (“WJL”), Donald B. Milder (“DBM”), Rebecca B. Robertson (“RBR”), Bradley J. Bolzon (“BJB”), Charles M. Warden (“CMW”), Barbara N. Lubash (“BNL” and together with VAF II-A, VSF II, VVC II, VV II, BGA, SDC, RAJ, WJL, DBM, RBR, BJB and CMW, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. 

(2) Includes: (i) 82,949 shares held by VAF II-A; (ii) 39,062 shares held by VSF II; and (iii) 4,370,964 shares held by VVC II. VV II serves as the sole general partner of VAF II-A, VSF II and VVC II and owns no securities of the Issuer directly.   RBR is a managing director and/or member of VV II and shares voting and dispositive power over the shares held by VAF II-A, VSF II and VVC II; however, she disclaims beneficial ownership of the shares held by VAF II-A, VSF II and VVC II except to the extent of her pecuniary interests therein.  The information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2015.

(3) This percentage is calculated based upon 35,851,400 shares of Common Stock outstanding as of November 6, 2015 as set forth as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commissions on November 16, 2015.

 

11


 

CUSIP No. 81362J100

13 G

 

 

 

1

Names of Reporting Persons
Bradley J. Bolzon

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
Canada

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
4,492,975 shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
4,492,975 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
4,492,975 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* o

 

 

11

Percent of Class Represented by Amount in Row 9
12.5% (3)

 

 

12

Type of Reporting Person*
IN

 

(1) This Schedule 13G is filed by Versant Affiliates Fund II-A, L.P., a Delaware limited partnership (“VAF II-A”), Versant Side Fund II, L.P., a Delaware limited partnership (“VSF II”), Versant Venture Capital II, L.P., a Delaware limited partnership (“VVC II”), Versant Ventures II, LLC, a Delaware limited liability company (“VV II”), Brian G. Atwood (“BGA”), Samuel D. Colella (“SDC”), Ross A. Jaffe (“RAJ”), William J. Link (“WJL”), Donald B. Milder (“DBM”), Rebecca B. Robertson (“RBR”), Bradley J. Bolzon (“BJB”), Charles M. Warden (“CMW”), Barbara N. Lubash (“BNL” and together with VAF II-A, VSF II, VVC II, VV II, BGA, SDC, RAJ, WJL, DBM, RBR, BJB and CMW, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. 

(2) Includes: (i) 82,949 shares held by VAF II-A; (ii) 39,062 shares held by VSF II; and (iii) 4,370,964 shares held by VVC II. VV II serves as the sole general partner of VAF II-A, VSF II and VVC II and owns no securities of the Issuer directly.    BJB is a managing director and/or member of VV II and shares voting and dispositive power over the shares held by VAF II-A, VSF II and VVC II; however, he disclaims beneficial ownership of the shares held by VAF II-A, VSF II and VVC II except to the extent of his pecuniary interests therein.  The information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2015.

(3) This percentage is calculated based upon 35,851,400 shares of Common Stock outstanding as of November 6, 2015 as set forth as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commissions on November 16, 2015.

 

12


 

CUSIP No. 81362J100

13 G

 

 

 

1

Names of Reporting Persons
Charles M. Warden

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
4,492,975 shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
4,492,975 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
4,492,975 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* o

 

 

11

Percent of Class Represented by Amount in Row 9
12.5% (3)

 

 

12

Type of Reporting Person*
IN

 

(1) This Schedule 13G is filed by Versant Affiliates Fund II-A, L.P., a Delaware limited partnership (“VAF II-A”), Versant Side Fund II, L.P., a Delaware limited partnership (“VSF II”), Versant Venture Capital II, L.P., a Delaware limited partnership (“VVC II”), Versant Ventures II, LLC, a Delaware limited liability company (“VV II”), Brian G. Atwood (“BGA”), Samuel D. Colella (“SDC”), Ross A. Jaffe (“RAJ”), William J. Link (“WJL”), Donald B. Milder (“DBM”), Rebecca B. Robertson (“RBR”), Bradley J. Bolzon (“BJB”), Charles M. Warden (“CMW”), Barbara N. Lubash (“BNL” and together with VAF II-A, VSF II, VVC II, VV II, BGA, SDC, RAJ, WJL, DBM, RBR, BJB and CMW, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. 

(2) Includes: (i) 82,949 shares held by VAF II-A; (ii) 39,062 shares held by VSF II; and (iii) 4,370,964 shares held by VVC II. VV II serves as the sole general partner of VAF II-A, VSF II and VVC II and owns no securities of the Issuer directly.   CMW is a managing director and/or member of VV II and shares voting and dispositive power over the shares held by VAF II-A, VSF II and VVC II; however, he disclaims beneficial ownership of the shares held by VAF II-A, VSF II and VVC II except to the extent of his pecuniary interests therein.  The information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2015.

(3) This percentage is calculated based upon 35,851,400 shares of Common Stock outstanding as of November 6, 2015 as set forth as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commissions on November 16, 2015.

 

13


 

CUSIP No. 81362J100

13 G

 

 

 

1

Names of Reporting Persons
Barbara N. Lubash

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
4,492,975 shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
4,492,975 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
4,492,975 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* o

 

 

11

Percent of Class Represented by Amount in Row 9
12.5% (3)

 

 

12

Type of Reporting Person*
IN

 

(1) This Schedule 13G is filed by Versant Affiliates Fund II-A, L.P., a Delaware limited partnership (“VAF II-A”), Versant Side Fund II, L.P., a Delaware limited partnership (“VSF II”), Versant Venture Capital II, L.P., a Delaware limited partnership (“VVC II”), Versant Ventures II, LLC, a Delaware limited liability company (“VV II”), Brian G. Atwood (“BGA”), Samuel D. Colella (“SDC”), Ross A. Jaffe (“RAJ”), William J. Link (“WJL”), Donald B. Milder (“DBM”), Rebecca B. Robertson (“RBR”), Bradley J. Bolzon (“BJB”), Charles M. Warden (“CMW”), Barbara N. Lubash (“BNL” and together with VAF II-A, VSF II, VVC II, VV II, BGA, SDC, RAJ, WJL, DBM, RBR, BJB and CMW, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. 

(2) Includes: (i) 82,949 shares held by VAF II-A; (ii) 39,062 shares held by VSF II; and (iii) 4,370,964 shares held by VVC II. VV II serves as the sole general partner of VAF II-A, VSF II and VVC II and owns no securities of the Issuer directly.   BNL is a managing director and/or member of VV II and shares voting and dispositive power over the shares held by VAF II-A, VSF II and VVC II; however, she disclaims beneficial ownership of the shares held by VAF II-A, VSF II and VVC II except to the extent of her pecuniary interests therein.  The information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2015.

(3) This percentage is calculated based upon 35,851,400 shares of Common Stock outstanding as of November 6, 2015 as set forth as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commissions on November 16, 2015.

 

14


 

Introductory Note: This Statement on Schedule 13G is filed on behalf of the Reporting Persons, in respect of shares of Common Stock, par value $0.001 per share (“Common Stock”), of Second Sight Medical, Inc. (the “Issuer”).

 

Item 1

 

(a)

Name of Issuer:
Second Sight Medical, Inc.

 

 

Address of Issuer’s Principal Executive Offices:
12744 San Fernando Road, Building 3

Sylmar, California  91342

 

Item 2

 

(a)

Name of Person(s) Filing:
Versant Affiliates Fund II-A, L.P. (“VAF II-A”)

Versant Side Fund II, L.P.  (“VSF II”)

Versant Venture Capital II, L.P.  (“VVC II”)

Versant Ventures II, LLC (“VV II”)

Brian G. Atwood (“BGA”)

Samuel D. Colella (“SDC”)

Ross A. Jaffe (“RAJ”)

William J. Link (“WJL”)

Donald B. Milder (“DBM”)

Rebecca B. Robertson (“RBR”)

Bradley J. Bolzon (“BJB”)

Charles M. Warden (“CMW”)

Barbara N. Lubash (“BNL”)

 

(b)

Address of Principal Business Office:
c/o Versant Venture Management, LLC

One Sansome Street, Suite 3630

San Francisco, CA  94104

 

(b)

Citizenship:

 

 

 

 

 

 

 

 

Entities:

VAF II-A

-

Delaware, United States of America

 

 

 

VSF II

-

Delaware, United States of America

 

 

 

VVC II

-

Delaware, United States of America

 

 

 

VV II

-

Delaware, United States of America

 

 

 

 

 

 

 

 

Individuals:

BGA

-

United States of America

 

 

 

SDC

-

United States of America

 

 

 

RAJ

-

United States of America

 

 

 

WJL

-

United States of America

 

 

 

DBM

-

United States of America

 

 

 

RBR

-

United States of America

 

 

 

BJB

-

Canada

 

 

 

CMW

-

United States of America

 

 

 

BNL

-

United States of America

 

 

 

 

 

 

 

(d)

Title of Class of Securities:
Common Stock

 

(e)

CUSIP Number:
81362J100

 

Item 3

Not applicable.

 

15


 

Item 4

Ownership.

The following information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2015:

 

Reporting Persons (1)

 

Shares Held
Directly

 

Sole Voting
Power

 

Shared
Voting
Power

 

Sole
Dispositive
Power

 

Shared
Dispositive
Power

 

Beneficial
Ownership

 

Percentage
of Class (2)

 

VAF II-A

 

82,949

 

82,949

 

0

 

82,949

 

0

 

82,949

 

0.2

%

VSF II

 

39,062

 

39,062

 

0

 

39,062

 

0

 

39,062

 

0.1

%

VVC II

 

4,370,964

 

4,370,964

 

0

 

4,370,964

 

0

 

4,370,964

 

12.2

%

VV II

 

0

 

0

 

4,492,975

 

0

 

4,492,975

 

4,492,975

 

12.5

%

BGA

 

0

 

0

 

4,492,975

 

0

 

4,492,975

 

4,492,975

 

12.5

%

SDC

 

0

 

0

 

4,492,975

 

0

 

4,492,975

 

4,492,975

 

12.5

%

RAJ

 

0

 

0

 

4,492,975

 

0

 

4,492,975

 

4,492,975

 

12.5

%

WJL

 

5,439

 

5,439

 

4,492,975

 

5,439

 

4,492,975

 

4,498,414

 

12.5

%

DBM

 

0

 

0

 

4,492,975

 

0

 

4,492,975

 

4,492,975

 

12.5

%

RBR

 

0

 

0

 

4,492,975

 

0

 

4,492,975

 

4,492,975

 

12.5

%

BJB

 

0

 

0

 

4,492,975

 

0

 

4,492,975

 

4,492,975

 

12.5

%

CMW

 

0

 

0

 

4,492,975

 

0

 

4,492,975

 

4,492,975

 

12.5

%

BNL

 

0

 

0

 

4,492,975

 

0

 

4,492,975

 

4,492,975

 

12.5

%

 

(1) VV II serves as the sole general partner of VAF II-A, VSF II and VVC II and owns no securities of the Issuer directly.  BGA, SDC, RAJ, WJL, DBM, RBR, BJB, CMW and BNL are managing directors and/or members of VV II and share voting and dispositive power over the shares held by VAF II-A, VSF II and VVC II; however, they disclaim beneficial ownership of the shares held by VAF II-A, VSF II and VVC II except to the extent of their pecuniary interests therein.

(2)   This percentage is calculated based upon 35,851,400 shares of Common Stock outstanding as of November 6, 2015 as set forth as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commissions on November 16, 2015.

 

Item 5

Ownership of Five Percent or Less of a Class.

 

If this statement is being filed to report the fact that as of the date hereof, the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following:   o

 

Item 6

Ownership of More than Five Percent on Behalf of Another Person.

 

See Items 2(a) and 4.

 

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.

 

16


 

Item 10

Certification.

 

Not applicable.

 

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.

 

Dated: February 9, 2016

 

 

 

Versant Affiliates Fund II-A, L.P.

 

 

 

By:

Versant Ventures II, LLC

 

Its:

General Partner

 

 

 

By:

/s/ Robin L. Praeger

 

 

Authorized Representative

 

 

 

Versant Side Fund II, L.P.

 

 

 

By:

Versant Ventures II, LLC

 

Its:

General Partner

 

 

 

By:

/s/ Robin L. Praeger

 

 

Authorized Representative

 

 

 

Versant Venture Capital II, L.P.

 

 

 

By:

Versant Ventures II, LLC

 

Its:

General Partner

 

 

 

By:

/s/ Robin L. Praeger

 

 

Authorized Representative

 

 

 

Versant Ventures II, LLC

 

 

 

 

 

By:

/s/ Robin L. Praeger

 

 

Authorized Representative

 

 

 

 

 

/s/ Robin L. Praeger as attorney in fact

 

Brian G. Atwood

 

 

 

/s/ Robin L. Praeger as attorney in fact

 

Samuel D. Colella

 

 

 

/s/ Robin L. Praeger as attorney in fact

 

Ross A. Jaffe

 

 

 

/s/ Robin L. Praeger as attorney in fact

 

William J. Link

 

 

 

/s/ Robin L. Praeger as attorney in fact

 

Donald B. Milder

 

 

 

/s/ Robin L. Praeger as attorney in fact

 

Rebecca B. Robertson

 

 

 

/s/ Robin L. Praeger as attorney in fact

 

Bradley J. Bolzon

 

 

 

/s/ Robin L. Praeger as attorney in fact

 

Charles M. Warden

 

 

 

/s/ Robin L. Praeger as attorney in fact

 

Barbara N. Lubash

 

 

17


 

Exhibit(s):

 

A - Joint Filing Statement

 

18


 

EXHIBIT A

 

JOINT FILING STATEMENT

 

We, the undersigned, hereby express our agreement that the attached Schedule 13G (or any amendments thereto) relating to the Common Stock of Second Sight Medical, Inc. is filed on behalf of each of us.

 

Dated: February 9, 2016

 

 

 

Versant Affiliates Fund II-A, L.P.

 

 

 

By:

Versant Ventures II, LLC

 

Its:

General Partner

 

 

 

 

By:

/s/ Robin L. Praeger

 

 

Authorized Representative

 

 

 

 

Versant Side Fund II, L.P.

 

 

 

By:

Versant Ventures II, LLC

 

Its:

General Partner

 

 

 

 

By:

/s/ Robin L. Praeger

 

 

Authorized Representative

 

 

 

 

Versant Venture Capital II, L.P.

 

 

 

By:

Versant Ventures II, LLC

 

Its:

General Partner

 

 

 

 

By:

/s/ Robin L. Praeger

 

 

Authorized Representative

 

 

 

 

Versant Ventures II, LLC

 

 

 

 

 

By:

/s/ Robin L. Praeger

 

 

Authorized Representative

 

 

 

 

 

/s/ Robin L. Praeger as attorney in fact

 

Brian G. Atwood

 

 

 

/s/ Robin L. Praeger as attorney in fact

 

Samuel D. Colella

 

 

 

/s/ Robin L. Praeger as attorney in fact

 

Ross A. Jaffe

 

 

 

/s/ Robin L. Praeger as attorney in fact

 

William J. Link

 

 

 

/s/ Robin L. Praeger as attorney in fact

 

Donald B. Milder

 

 

 

/s/ Robin L. Praeger as attorney in fact

 

Rebecca B. Robertson

 

 

 

/s/ Robin L. Praeger as attorney in fact

 

Bradley J. Bolzon

 

 

 

/s/ Robin L. Praeger as attorney in fact

 

Charles M. Warden

 

 

 

/s/ Robin L. Praeger as attorney in fact

 

Barbara N. Lubash

 

 

19