0001193125-12-096477.txt : 20120305 0001193125-12-096477.hdr.sgml : 20120305 20120305145253 ACCESSION NUMBER: 0001193125-12-096477 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20120305 DATE AS OF CHANGE: 20120305 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Schall Thomas J. CENTRAL INDEX KEY: 0001423084 FILING VALUES: FORM TYPE: SC 13G MAIL ADDRESS: STREET 1: 850 MAUDE AVENUE CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ChemoCentryx, Inc. CENTRAL INDEX KEY: 0001340652 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 943254365 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-86723 FILM NUMBER: 12666173 BUSINESS ADDRESS: STREET 1: 850 MAUDE AVENUE CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043 BUSINESS PHONE: 650-210-2900 MAIL ADDRESS: STREET 1: 850 MAUDE AVENUE CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043 SC 13G 1 d308970dsc13g.htm SCHEDULE 13G Schedule 13G

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934*

(Amendment No.     )

 

 

 

ChemoCentryx, Inc.

(Name of Issuer)

 

 

 

Common Stock, par value $0.001 per share

(Title of Class of Securities)

 

16383L106

(CUSIP Number)

 

February 13, 2012

(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)

¨ 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).

 

 

 

SCHEDULE 13G

 

CUSIP No. 16383L106  

 

  1   

NAME OF REPORTING PERSONS

 

Thomas J. Schall, Ph.D.

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a)  ¨        (b)  ¨

  3  

SEC USE ONLY

 

  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States citizen

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

    5    

SOLE VOTING POWER

 

3,380,833 shares (1)

   6   

SHARED VOTING POWER

 

0 shares

   7   

SOLE DISPOSITIVE POWER

 

3,380,833 shares (1)

   8   

SHARED DISPOSITIVE POWER

 

0 shares

  9

  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

3,380,833 shares (1)

10

  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

¨

11

  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

9.1%

12

  

TYPE OF REPORTING PERSON

 

IN

 

(1) Includes 1,064,166 shares issuable upon the exercise of stock options granted to Dr. Schall that are exercisable within 60 days of March 5, 2012, 281,805 shares of which would be subject to ChemoCentryx Inc.’s unvested share repurchase right.

Item 1(a). Name of Issuer:

ChemoCentryx, Inc.

 

Item 1(b). Address of Issuer’s Principal Executive Offices:

850 Maude Avenue, Mountain View, CA 94043.

 

Item 2(a). Name of Person Filing:

Thomas J. Schall, Ph.D.

 

Item 2(b). Address of Principal Business Office or, if None, Residence:

The address of Dr. Schall is: c/o ChemoCentryx, Inc., 850 Maude Avenue, Mountain View, CA 94043.

 

Item 2(c). Citizenship:

United States.

 

Item 2(d). Title of Class of Securities:

Common stock, $0.001 par value per share.

 

Item 2(e). CUSIP Number:

16383L106

 

Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b), check whether the person filing is a:

 

(a)

    ¨    Broker or dealer registered under Section 15 of the Exchange Act.

(b)

    ¨    Bank as defined in Section 3(a)(6) of the Exchange Act.

(c)

    ¨    Insurance company as defined in Section 3(a)(19) of the Exchange Act.

(d)

    ¨    Investment company registered under Section 8 of the Investment Company Act.

(e)

    ¨    An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

(f)

    ¨    An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

(g)

    ¨    A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

(h)

    ¨    A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

(i)

    ¨    A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;

(j)

    ¨    A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);

(k)

    ¨    Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

Item 4. Ownership

 

  (a) Amount beneficially owned: 3,380,833 shares (1)

 

  (b) Percent of class: 9.1%

 

  (c) Number of shares as to which such person has:

 

  (i) Sole power to vote or to direct the vote: 3,380,833 shares (1)

 

  (ii) Shared power to vote or to direct the vote: 0 shares

 

  (iii) Sole power to dispose or to direct the disposition of: 3,380,833 shares (1)

 

  (iv) Shared power to dispose or to direct the disposition of: 0 shares

(1) Includes 1,064,166 shares issuable upon the exercise of stock options granted to Dr. Schall that are exercisable within 60 days of March 5, 2012, 281,805 shares of which would be subject to ChemoCentryx Inc.’s unvested share repurchase right.

 

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 person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following        ¨

 

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 or Control Person:

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. Certifications:

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: March 5, 2012     THOMAS J. SCHALL, PH.D.
   

/s/ Thomas J. Schall, Ph.D

    Name:Thomas J. Schall, Ph.D.