0001209191-13-045506.txt : 20130924 0001209191-13-045506.hdr.sgml : 20130924 20130924181545 ACCESSION NUMBER: 0001209191-13-045506 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130924 FILED AS OF DATE: 20130924 DATE AS OF CHANGE: 20130924 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Evoke Pharma Inc CENTRAL INDEX KEY: 0001403708 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 208447886 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12555 HIGH BLUFF DRIVE STREET 2: SUITE 385 CITY: San Diego STATE: CA ZIP: 92130 BUSINESS PHONE: (760) 487-1255 MAIL ADDRESS: STREET 1: 12555 HIGH BLUFF DRIVE STREET 2: SUITE 385 CITY: San Diego STATE: CA ZIP: 92130 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GARNER CAM L CENTRAL INDEX KEY: 0001024007 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36075 FILM NUMBER: 131113030 MAIL ADDRESS: STREET 1: PO BOX 675866 CITY: RANCHO SANTE FE STATE: CA ZIP: 92067 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2013-09-24 0 0001403708 Evoke Pharma Inc EVOK 0001024007 GARNER CAM L C/O EVOKE PHARMA, INC. 12555 HIGH BLUFF DRIVE, SUITE 385 SAN DIEGO CA 92130 1 0 0 0 Common Stock 360000 I See footnote Series A Preferred Stock Common Stock 15605 I See footnote Includes (a) 320,000 shares held by Garner Investments L.L.C., of which Mr. Garner is the managing member, (b) 20,000 shares held by the Anna Berenice Garner Irrevocable Trust dtd 8/13/2007, of which Mr. Garner is a trustee and (c) 20,000 shares held by the Lee Adair Garner Irrevocable Trust dtd 8/13/2007, of which Mr. Garner is a trustee. The Series A Convertible Preferred Stock has no expiration date, is convertible at any time, in whole or in part, at the election of the holder, and will automatically convert immediately prior to the closing of the Issuer's initial public offering at a conversion ratio of one share of Common Stock for every five shares of Series A Convertible Preferred Stock, rounded down to the next whole number, for no additional consideration. The shares are held by Garner Investments L.L.C., of which Mr. Garner is the managing member. /s/ Matthew J. D'Onofrio, Attorney-in-fact for Cam L. Garner 2013-09-24 EX-24.3_488736 2 poa.txt POA DOCUMENT LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby constitutes and appoints each of David A. Gonyer, R.Ph. and Matthew J. D'Onofrio signing singly, with full power of substitution, as the undersigned's true and lawful attorney-in-fact to: (1) prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC; (2) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Evoke Pharma, Inc. (the "Company") and/or beneficial owner of more than 10% of the Company's capital stock, Forms 3, 4, and 5 and any amendments thereto in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (3) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and (4) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 11th day of September, 2013. Signature: /s/ Cam L. Garner Name: Cam L. Garner