0000947871-19-000876.txt : 20191129
0000947871-19-000876.hdr.sgml : 20191129
20191129115617
ACCESSION NUMBER: 0000947871-19-000876
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20191126
FILED AS OF DATE: 20191129
DATE AS OF CHANGE: 20191129
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: OrbiMed Capital GP V LLC
CENTRAL INDEX KEY: 0001615374
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38468
FILM NUMBER: 191260428
BUSINESS ADDRESS:
STREET 1: 601 LEXINGTON AVENUE
STREET 2: 54TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-739-6400
MAIL ADDRESS:
STREET 1: 601 LEXINGTON AVENUE
STREET 2: 54TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ORBIMED ADVISORS LLC
CENTRAL INDEX KEY: 0001055951
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38468
FILM NUMBER: 191260429
BUSINESS ADDRESS:
STREET 1: 601 LEXINGTON AVENUE
STREET 2: 54TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: (212) 739-6400
MAIL ADDRESS:
STREET 1: 601 LEXINGTON AVENUE
STREET 2: 54TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Inspire Medical Systems, Inc.
CENTRAL INDEX KEY: 0001609550
STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841]
IRS NUMBER: 261377674
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 5500 WAYZATA BLVD
STREET 2: SUITE 1600
CITY: GOLDEN VALLEY
STATE: MN
ZIP: 55416
BUSINESS PHONE: 763-957-5037
MAIL ADDRESS:
STREET 1: 5500 WAYZATA BLVD
STREET 2: SUITE 1600
CITY: GOLDEN VALLEY
STATE: MN
ZIP: 55416
4
1
ownership.xml
X0306
4
2019-11-26
0
0001609550
Inspire Medical Systems, Inc.
INSP
0001055951
ORBIMED ADVISORS LLC
601 LEXINGTON AVENUE
54TH FLOOR
NEW YORK
NY
10022-4629
1
0
0
0
0001615374
OrbiMed Capital GP V LLC
601 LEXINGTON AVENUE
54TH FLOOR
NEW YORK
NY
10022
1
0
0
0
Common Stock, $0.001 par value
2019-11-26
4
S
0
20135
69.55
D
1452191
I
See Footnotes
Common Stock, $0.001 par value
2019-11-26
4
S
0
50478
70.16
D
1401713
I
See Footnotes
Common Stock, $0.001 par value
2019-11-27
4
S
0
3100
70.60
D
1398613
I
See Footnotes
Common Stock, $0.001 par value
2019-11-27
4
S
0
47981
71.67
D
1350632
I
See Footnotes
Common Stock, $0.001 par value
2019-11-27
4
S
0
2306
72.13
D
1348326
I
See Footnotes
Transaction effected pursuant to a Rule 10b5-1 trading plan established by OrbiMed Private Investments V, LP ("OPI V") on September 13, 2019.
The price recorded in column 4 is a weighted average price. These shares of the Issuer's common stock ("Shares") were sold in multiple transactions at prices ranging from $69.00 to $69.99, inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission (the "SEC") full information regarding the Shares purchased at each separate price within the range set forth in this footnote.
The price recorded in column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $70.00 to $70.76, inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the SEC full information regarding the Shares purchased at each separate price within the range set forth in this footnote.
The price recorded in column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $70.08 to $71.03, inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the SEC full information regarding the Shares purchased at each separate price within the range set forth in this footnote.
The price recorded in column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $71.10 to $72.08, inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the SEC full information regarding the Shares purchased at each separate price within the range set forth in this footnote.
The price recorded in column 4 is a weighted average price. These Shares were sold in multiple transactions at prices ranging from $72.10 to $72.25, inclusive. Upon request, the Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the SEC full information regarding the Shares purchased at each separate price within the range set forth in this footnote.
These securities are held of record by OPI V. OrbiMed Capital GP V LLC ("GP V") is the sole general partner of OPI V, and OrbiMed Advisors LLC ("Advisors"), a registered adviser under the Investment Advisors Act of 1940, as amended, is the sole managing member of GP V. By virtue of such relationships, GP V and Advisors may be deemed to have voting and investment power with respect to the securities held by OPI V noted above and as a result may be deemed to beneficially own such securities for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Advisors exercised this investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho and Jonathan T. Silverstein, each of whom disclaims beneficial ownership of the Shares held by OPI V.
This report on Form 4 is jointly filed by GP V and Advisors. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Exchange Act, except to the extent of its pecuniary interest therein, if any. The Reporting Persons have designated a representative, currently Chau Khuong, an employee of Advisors, to serve on the Issuer's board of directors. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purposes of Section 16 of the Exchange Act, or for any other purposes.
/s/ Douglas Coon, Chief Compliance Officer
2019-11-29
/s/ Douglas Coon, Chief Compliance Officer
2019-11-29