FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 11/06/2014 |
3. Issuer Name and Ticker or Trading Symbol
Coherus BioSciences, Inc. [ CHRS ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock, $0.0001 par value | 50,989 | D | |
Common Stock, $0.0001 par value | 1,358,728 | I | By Revocable Trust(1) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series B Preferred Stock | (2) | (3) | Common Stock | 14,509 | $0.00 | D | |
Series B Preferred Stock | (2) | (3) | Common Stock | 3,193 | $0.00 | I | By Revocable Trust(1) |
Series A Preferred Stock | (2) | (3) | Common Stock | 40,159 | $0.00 | I | By LLC(4) |
Series B Preferred Stock | (2) | (3) | Common Stock | 21,527 | $0.00 | I | By LLC(4) |
Series C Preferred Stock | (2) | (3) | Common Stock | 5,286 | $0.00 | I | By LLC(4) |
Warrant to Purchase Series A Preferred Stock | (5) | 01/26/2016 | Series A Preferred Stock | 19,976 | $1.2503 | I | By LLC(4) |
Warrant to Purchase Series B Preferred Stock | (5) | 07/21/2018 | Series B Preferred Stock | 3,225 | $0.0167 | D | |
Stock Option (Right to Buy) | (6) | 10/11/2020 | Common Stock | 29,994 | $0.0083 | D | |
Stock Option (Right to Buy) | (7) | 07/17/2021 | Common Stock | 331,054 | $0.4168 | D | |
Stock Option (Right to Buy) | (8) | 11/21/2023 | Common Stock | 299,940 | $1.417 | D | |
Stock Option (Right to Buy) | (9) | 03/10/2024 | Common Stock | 480,739 | $1.667 | D | |
Stock Option (Right to Buy) | (9) | 03/10/2024 | Common Stock | 418,638 | $1.667 | D |
Explanation of Responses: |
1. These shares are held by the Lanfear Revocable Trust, dated January 27, 2004, as restated, of which Reporting Person is a trustee. |
2. The Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock automatically convert into shares of Issuer's Common Stock on a 1:1 basis immediately prior to the completion of Issuer's initial public offering. |
3. The expiration date is not relevant to the conversion of these securities. |
4. These shares are held by Lanfear Capital Advisors, LLC of which Reporting Person is President. |
5. The warrant is immediately exercisable. |
6. The shares underlying this option are fully vested and exercisable as of the date hereof. |
7. A portion of the shares underlying this option are vested and exercisable as of the date hereof. The original vesting schedule is as follows: Twenty Five Percent (25%) of the shares subject to the option vest one year measured from April 19, 2011 (the "Vesting Commencement Date") and the remaining shares subject to the option vest in 36 successive, equal monthly installments thereafter on each monthly anniversary of the Vesting Commencement Date, subject to Reporting Person's continued service relationship with the Issuer on each such vesting date. |
8. A portion of the shares underlying this option are vested and exercisable as of the date hereof. The original vesting schedule is as follows: The underlying shares subject to the option vest and become exercisable in successive, equal monthly installments over four years measured from July 20, 2013, subject to Reporting Person's continued service relationship with the Issuer on each such vesting date. |
9. A portion of the shares underlying this option are vested and exercisable as of the date hereof. The original vesting schedule is as follows: The underlying shares subject to the option vest and become exercisable in successive, equal monthly installments over four years measured from March 11, 2014, subject to Reporting Person's continued service relationship with the Issuer on each such vesting date. |
Remarks: |
President and Chief Executive Officer |
/s/ Matthew R. Hooper, as Attorney-in-Fact for Dennis M. Lanfear | 11/06/2014 | |
** 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 5 (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. |