0001104659-15-053969.txt : 20150728 0001104659-15-053969.hdr.sgml : 20150728 20150728202857 ACCESSION NUMBER: 0001104659-15-053969 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150728 FILED AS OF DATE: 20150728 DATE AS OF CHANGE: 20150728 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Neos Therapeutics, Inc. CENTRAL INDEX KEY: 0001467652 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 270395455 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2940 N. HIGHWAY 360 STREET 2: SUITE 400 CITY: GRAND PRAIRIE STATE: TX ZIP: 75050 BUSINESS PHONE: 972.408.1360 MAIL ADDRESS: STREET 1: 2940 N. HIGHWAY 360 STREET 2: SUITE 400 CITY: GRAND PRAIRIE STATE: TX ZIP: 75050 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Essex Capital Corp CENTRAL INDEX KEY: 0001648579 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37508 FILM NUMBER: 151010910 BUSINESS ADDRESS: STREET 1: 1486 EAST VALLEY ROAD CITY: MONTECITO STATE: CA ZIP: 93108 BUSINESS PHONE: 805-565-0992 MAIL ADDRESS: STREET 1: 1486 EAST VALLEY ROAD CITY: MONTECITO STATE: CA ZIP: 93108 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Iannelli Ralph CENTRAL INDEX KEY: 0001648328 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37508 FILM NUMBER: 151010911 MAIL ADDRESS: STREET 1: 1486 EAST VALLEY ROAD CITY: MONTECITO STATE: CA ZIP: 93108 4 1 a4.xml 4 X0306 4 2015-07-28 1 0001467652 Neos Therapeutics, Inc. NEOS 0001648328 Iannelli Ralph C/O NEOS THERAPEUTICS, INC. 2940 N. HWY 360 GRAND PRAIRIE TX 75050 0 0 1 0 0001648579 Essex Capital Corp C/O NEOS THERAPEUTICS, INC. 2940 N. HWY 360 GRAND PRAIRIE TX 75050 0 0 1 0 Common Stock 2015-07-28 4 C 0 386415 A 393704 I See footnote Common Stock 2015-07-28 4 C 0 31437 A 425141 I See footnote Common Stock 2015-07-28 4 C 0 83333 A 508474 I See footnote Common Stock 2015-07-28 4 C 0 237500 A 745974 I See footnote Common Stock 2015-07-28 4 C 0 20833 A 766807 I See footnote Common Stock 2015-07-28 4 C 0 8333 A 775140 I See footnote Common Stock 2015-07-28 4 C 0 56874 A 832014 I See footnote Common Stock 2015-07-28 4 C 0 81249 A 913263 I See footnote Common Stock 2015-07-28 4 C 0 18332 A 931595 I See footnote Common Stock 2015-07-28 4 C 0 2958 A 934553 I See footnote Common Stock 2015-07-28 4 C 0 1666 A 936219 I See footnote Common Stock 2015-07-28 4 P 0 30000 15.00 A 966219 I See footnote Series A Preferred Stock 2015-07-28 4 C 0 927397 D Common Stock 386415 0 I See footnote Series B Preferred Stock 2015-07-28 4 C 0 75450 D Common Stock 31437 200000 I See footnote Series B Preferred Stock 2015-07-28 4 C 0 200000 D Common Stock 83333 0 I See footnote Series B-1 Preferred Stock 2015-07-28 4 C 0 570000 D Common Stock 237500 70000 I See footnote Series B-1 Preferred Stock 2015-07-28 4 C 0 50000 D Common Stock 20833 20000 I See footnote Series B-1 Preferred Stock 2015-07-28 4 C 0 20000 D Common Stock 8333 0 I See footnote Series C Preferred Stock 2015-07-28 4 C 0 136500 D Common Stock 56874 239000 I See footnote Series C Preferred Stock 2015-07-28 4 C 0 195000 D Common Stock 81942 44000 I See footnote Series C Preferred Stock 2015-07-28 4 C 0 44000 D Common Stock 18332 0 I See footnote Preferred Stock Warrant (Right to Buy) 2015-07-28 4 X 0 35500 D 2020-02-19 Series C Preferred Stock 7100 20000 I See footnote Preferred Stock Warrant (Right to Buy) 2015-07-28 4 X 0 20000 D 2020-02-19 Series C Preferred Stock 4000 0 I See footnote Series C Preferred Stock 2015-07-28 4 C 0 7100 D Common Stock 2958 2958 I See footnote Series C Preferred Stock 2015-07-28 4 C 0 4000 D Common Stock 1666 0 I See footnote Each share of the Issuer's Series B preferred stock, Series B-1 preferred stock and Series C preferred stock was automatically converted on a 2.4-for-1 basis into common stock immediately prior to the closing of the Issuer's initial public offering. The shares of Series B preferred stock and Series C preferred stock had no expiration date. The security listed in column 1 is held directly by Essex Capital Corporation ("Essex"), of which Ralph Iannelli is the sole stockholder. The security listed in column 1 is held directly by KF Investment Partners, LP ("KF"). Essex is the 50% limited partner of KF, and Ralph Iannelli is the General Partner of KF and may be deemed to have voting and dispositive power with respect to such shares. Each Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein. The security listed in column 1 is held directly in the name of SIU Capital LLC ("SIU"). Essex is the 50% limited partner of SIU, and Ralph Iannelli is the Managing Member of SIU, and may be deemed to have voting and dispositive power with respect to such shares. Each Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein. Based upon and including the number of shares of common stock listed in column 4 issued upon the automatic conversion of the underlying shares of Series C preferred stock in accordance with Footnote (1) above, such shares of Series C preferred stock issued in accordance with the Cashless Exercise Provision set forth in Footnote (6) below. The preferred stock warrant was automatically exercised immediately prior to the closing of the Issuer's initial public offering for such number of shares issuable pursuant to a cashless net exercise provision pursuant to which the holder receives a net number of shares of Series C preferred stock based on the fair market value of such stock at the time of exercise, after deducting the aggregate exercise price (the "Cashless Exercise Provision"). The shares of Series C preferred stock have no expiration date. /s/ Benjamin Piper, attorney-in-fact 2015-07-28