0001209191-14-044776.txt : 20140701 0001209191-14-044776.hdr.sgml : 20140701 20140701174404 ACCESSION NUMBER: 0001209191-14-044776 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140701 FILED AS OF DATE: 20140701 DATE AS OF CHANGE: 20140701 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GLOBEIMMUNE INC CENTRAL INDEX KEY: 0001245104 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 841353925 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1450 INFINITE DRIVE CITY: LOUISVILLE STATE: CO ZIP: 80027 BUSINESS PHONE: 3036252744 MAIL ADDRESS: STREET 1: 1450 INFINITE DRIVE CITY: LOUISVILLE STATE: CO ZIP: 80027 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MITCHELL DANIEL J CENTRAL INDEX KEY: 0001113661 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35642 FILM NUMBER: 14953705 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2014-07-01 0 0001245104 GLOBEIMMUNE INC GBIM 0001113661 MITCHELL DANIEL J C/O SEQUEL LIMITED PARTNERSHIP III 4430 ARAPAHOE AVENUE, SUITE 220 BOULDER CO 80303 1 0 0 0 Series A Convertible Preferred Stock Common Stock 36557 I By Sequel Entrepreneurs Fund III, LP Series A Convertible Preferred Stock Common Stock 1315441 I By Sequel Limited Partnership III Series B Convertible Preferred Stock Common Stock 84879 I By Sequel Entrepreneurs Fund III, LP Series B Convertible Preferred Stock Common Stock 3054134 I By Sequel Limited Partnership III Series C Convertible Preferred Stock Common Stock 75318 I By Sequel Entrepreneurs Fund III, LP Series C Convertible Preferred Stock Common Stock 2710122 I By Sequel Limited Partnership III Series E Convertible Preferred Stock Common Stock 21905 I By Sequel Entrepreneurs Fund III, LP Series E Convertible Preferred Stock Common Stock 788205 I By Sequel Limited Partnership III Warrant to Purchase Series B Preferred Stock (right to buy) 1.338 2015-06-30 Common Stock 2334 I By Sequel Entrepreneurs Fund III, LP Warrant to Purchase Series B Preferred Stock (right to buy) 1.338 2015-06-30 Common Stock 83988 I By Sequel Limited Partnership III Warrant to Purchase Series C Preferred Stock (right to buy) 1.445 2019-05-14 Common Stock 1860 I By Sequel Entrepreneurs Fund III, LP Warrant to Purchase Series C Preferred Stock (right to buy) 1.445 2019-05-14 Common Stock 66955 I By Sequel Limited Partnership III Every one share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock, Series C Convertible Preferred Stock, and Series E Convertible Stock (collectively, the "Convertible Preferred Stock") will automatically convert on a 1-for- 31.39 basis into shares of common stock of the Issuer upon the closing of the Issuer's initial public offering. The number of underlying shares of common stock reported in column 3 does not reflect such conversion. The Convertible Preferred Stock of the Issuer has no expiration and is convertible at any time at the option of the holder. Each one share of Series B Convertible Preferred Stock and Series C Convertible Preferred Stock will automatically convert on a 1-for-31.39 share basis into shares of common stock of the Issuer upon the closing of the Issuer's initial public offering. The number of shares and price per share reported herein does not reflect such conversion. The Warrant is immediately exercisable at any time at the option of the holder. The general partner of the Sequel Entrepreneurs Fund III, L.P. and Sequel Limited Partnership III (collectively, the "Sequel Funds") is Sequel Venture Partners III, L.L.C. ("SVP III"). SVP III may be deemed to indirectly beneficially own the shares owned by the Sequel Funds. The Reporting Person is a manager of SVP III and may be deemed to be the indirect beneficial owner of the shares owned by the Sequel Funds. The Reporting Person disclaims beneficial ownership of the shares held by the Sequel Funds, except to the extent of his pecuniary interest arising therein. Attachment: Exhibit 24 - Power of Attorney /s/ Dan J. Mitchell 2014-07-01 EX-24 2 attachment1.htm EX-24 DOCUMENT

                                                                      Exhibit 24

                                POWER OF ATTORNEY

        Know all by these presents that the undersigned hereby constitutes and
appoints each of Timothy C. Rodell, C. Jeffrey Dekker, Brent D. Fassett and
Matthew P. Dubofsky, signing individually, the undersigned's true and lawful
attorneys-in fact and agents to:

                  (1) execute for and on behalf of the undersigned, an officer,
         director or holder of 10% of more of a registered class of securities
         of GlobeImmune, Inc. (the "Company"), Forms 3, 4 and 5 in accordance
         with Section 16(a) of the Securities Exchange Act of 1934, as amended
         (the "Exchange Act") and the rules thereunder;

                  (2) do and perform any and all acts for and on behalf of the
         undersigned that may be necessary or desirable to complete and execute
         such Forms 3, 4 or 5, complete and execute any amendment or amendments
         thereto, and timely file such forms or amendments with the United
         States Securities and Exchange Commission and any stock exchange or
         similar authority; and

                  (3) take any other action of any nature whatsoever in
         connection with the foregoing that, in the opinion of such
         attorney-in-fact, may be of benefit, 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 Exchange Act.

        This Power of Attorney shall remain in full force and effect until the
earliest to occur of (a) 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, (b) revocation by the undersigned in a signed
writing delivered to the foregoing attorneys-in-fact or (c) as to any
attorney-in-fact individually, until such attorney-in-fact shall no longer be
employed by the Company or Cooley LLP, as applicable.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 1st day of July, 2014.

                                        /s/ Dan J. Mitchell
                                        ----------------------------------------
                                        Dan J. Mitchell