0001181431-13-040444.txt : 20130717 0001181431-13-040444.hdr.sgml : 20130717 20130717211037 ACCESSION NUMBER: 0001181431-13-040444 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130717 FILED AS OF DATE: 20130717 DATE AS OF CHANGE: 20130717 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: OncoMed Pharmaceuticals Inc CENTRAL INDEX KEY: 0001302573 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 383572512 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 800 CHESAPEAKE DRIVE CITY: REDWOOD CITY STATE: CA ZIP: 94063 BUSINESS PHONE: 650-995-8200 MAIL ADDRESS: STREET 1: 800 CHESAPEAKE DRIVE CITY: REDWOOD CITY STATE: CA ZIP: 94063 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LIDDLE DAVID E CENTRAL INDEX KEY: 0001212726 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35993 FILM NUMBER: 13973761 MAIL ADDRESS: STREET 1: C/O THE NEW YORK TIMES CO STREET 2: 229 WEST 43RD ST CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FU WINSTON S CENTRAL INDEX KEY: 0001225477 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35993 FILM NUMBER: 13973763 MAIL ADDRESS: STREET 1: 2735 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FEDERMAN IRWIN CENTRAL INDEX KEY: 0001192391 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35993 FILM NUMBER: 13973764 MAIL ADDRESS: STREET 1: 2735 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: USVP ENTREPRENEUR PARTNERS VIII B L P CENTRAL INDEX KEY: 0001225448 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35993 FILM NUMBER: 13973766 BUSINESS ADDRESS: STREET 1: 2735 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650 854 9080 MAIL ADDRESS: STREET 1: P O BOX 7460 CITY: MENLO PARK STATE: CA ZIP: 94026 FORMER NAME: FORMER CONFORMED NAME: USVP ENTREPRENEUR PARTNERS VII B L P DATE OF NAME CHANGE: 20030401 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: USVP ENTREPRENEUR PARTNERS VIII A L P CENTRAL INDEX KEY: 0001225446 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35993 FILM NUMBER: 13973767 BUSINESS ADDRESS: STREET 1: 2735 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650 854 9080 MAIL ADDRESS: STREET 1: P O BOX 7460 CITY: MENLO PARK STATE: CA ZIP: 94026 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KRAUSZ STEVEN M CENTRAL INDEX KEY: 0001190636 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35993 FILM NUMBER: 13973762 MAIL ADDRESS: STREET 1: 2735 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PRESIDIO MANAGEMENT GROUP VIII L L C CENTRAL INDEX KEY: 0001225484 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35993 FILM NUMBER: 13973769 BUSINESS ADDRESS: STREET 1: 2735 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650 854 9080 MAIL ADDRESS: STREET 1: 2735 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rust Christopher J CENTRAL INDEX KEY: 0001316575 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35993 FILM NUMBER: 13973760 MAIL ADDRESS: STREET 1: 2735 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: USVP VIII AFFILIATES FUND L P CENTRAL INDEX KEY: 0001225449 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35993 FILM NUMBER: 13973765 BUSINESS ADDRESS: STREET 1: 2735 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650 854 9080 MAIL ADDRESS: STREET 1: 2735 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: US VENTURE PARTNERS VIII L P CENTRAL INDEX KEY: 0001225444 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35993 FILM NUMBER: 13973768 BUSINESS ADDRESS: STREET 1: 2735 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650 854 9080 MAIL ADDRESS: STREET 1: 2735 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 3 1 rrd385683.xml X0206 3 2013-07-17 0 0001302573 OncoMed Pharmaceuticals Inc OMED 0001225484 PRESIDIO MANAGEMENT GROUP VIII L L C 2735 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001225444 US VENTURE PARTNERS VIII L P 2735 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001225446 USVP ENTREPRENEUR PARTNERS VIII A L P 2735 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001225448 USVP ENTREPRENEUR PARTNERS VIII B L P 2735 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001225449 USVP VIII AFFILIATES FUND L P 2735 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001192391 FEDERMAN IRWIN 2735 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001225477 FU WINSTON S 2735 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001190636 KRAUSZ STEVEN M 2735 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001212726 LIDDLE DAVID E 2735 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001316575 Rust Christopher J 2735 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 Series A Preferred Stock 0 Class A Common Stock 1028381 I Directly owned by USVP VIII Series A Preferred Stock 0 Class A Common Stock 9505 I Directly owned by EP VIII-A Series A Preferred Stock 0 Class A Common Stock 4817 I Directly owned by EP VIII-B( Series A Preferred Stock 0 Class A Common Stock 9926 I Directly owned by AFF VIII Series B Preferred Stock 0 Class A Common Stock 1215407 I Directly owned by USVP VIII Series B Preferred Stock 0 Class A Common Stock 11233 I Directly owned by EP VIII-A Series B Preferred Stock 0 Class A Common Stock 5694 I Directly owned by EP VIII-B( Series B Preferred Stock 0 Class A Common Stock 11731 I Directly owned by AFF VIII Series B-1 Preferred Stock 0 Class A Common Stock 1505032 I Directly owned by USVP VIII Series B-1 Preferred Stock 0 Class A Common Stock 13910 I Directly owned by EP VIII-A Series B-1 Preferred Stock 0 Class A Common Stock 7051 I Directly owned by EP VIII-B( Series B-1 Preferred Stock 0 Class A Common Stock 14527 I Directly owned by AFF VIII Each share of Series A, Series B and Series B-1 Preferred Stock will automatically convert on a one-to-one basis into Common Stock immediately prior to the consummation of the Issuer's initial public offering. The securities are immediately convertible. The expiration date is not relevant to the conversion of these securities. The Class A Common Stock will be redesignated "Common Stock" immediately prior to the consummation of the Issuer's initial public offering. The reported securities are owned directly by each of U.S. Venture Partners VIII, L.P. ("USVP VIII"), USVP VIII Affiliates Fund, L.P. ("AFF VIII"), USVP Entrepreneur Partners VIII-A, L.P. ("EP VIII-A") and USVP Entrepreneur Partners VIII-B, L.P. ("EP VIII-B" and together with USVP VIII, AFF VIII and EP VIII-A, the "USVP Funds"). Presidio Management Group VIII, LLC, or PMG VIII, is the general partner of the USVP Funds, and may be deemed to have sole voting and dispositive power over the shares held by the USVP Funds. PMG VIII and Irwin Federman, Winston Fu, Steven Krausz, David Liddle, Jonathan Root, Christopher Rust, Casey Tansey and Philip Young, the managing members of PMG VII, who may be deemed to share voting and dispositive power over the reported securities, disclaim beneficial ownership of the reported securities held by the USVP Funds except to the extent of any pecuniary interest therein. This report is the first of two reports, each on a separate Form 3, but relating to the same transaction being filed by the reporting persons. /s/ Michael Maher, Attorney-in-Fact for Presidio Management Group VIII, L.L.C. 2013-07-17 /s/ Michael Maher, Attorney-in-Fact for U.S. Venture Partners VIII, L.P. 2013-07-17 /s/ Michael Maher, Attorney-in-Fact for USVP Entrepreneur Partners VIII-A, L.P. 2013-07-17 /s/ Michael Maher, Attorney-in-Fact for USVP Entrepreneur Partners VIII-B, L.P. 2013-07-17 /s/ Michael Maher, Attorney-in-Fact for USVP VIII Affiliates Fund, L.P. 2013-07-17 /s/ Michael Maher, Attorney-in-Fact for Irwin Federman 2013-07-17 /s/ Michael Maher, Attorney-in-Fact for Winston S. Fu 2013-07-17 /s/ Michael Maher, Attorney-in-Fact for Steven M. Krausz 2013-07-17 /s/ Michael Maher, Attorney-in-Fact for David E. Liddle 2013-07-17 /s/ Michael Maher, Attorney-in-Fact for Christopher J. Rust 2013-07-17 EX-24.1 2 rrd346889_392460.htm POA rrd346889_392460.html 
EXHIBIT
Power of Attorney


Each of the undersigned entities and individuals (collectively, the "Reporting Persons") hereby authorizes and
designates Presidio Management Group VIII, L.L.C. or such other person or entity as is designated in writing by
Michael Maher (the "Designated Filer") as the beneficial owner to prepare and file on behalf of such Reporting
Person individually, or jointly together with the other Reporting Persons, any and all reports, notices,
communications and other documents (including, but not limited to, reports on Schedule 13D, Schedule 13G,
Form 13H, Form 13-F, Form 3, Form 4 and Form 5) that such Reporting Person may be required to file with the United
States Securities and Exchange Commission pursuant to the Securities Act of 1933, as amended (together with the
implementing regulations thereto, the "Act"), and the Securities Exchange Act of 1934, as amended (together with
the implementing regulations thereto, the "Exchange Act") (collectively, the "Reports"), with respect to each
Reporting Person's ownership of, or transactions in, securities of any entity whose securities are beneficially
owned (directly or indirectly) by such Reporting Person (collectively, the "Companies").

Each Reporting Person hereby further authorizes and designates each of Michael Maher, Dale Holladay and
Erik Lindquist (each, an "Authorized Signatory") to execute and file on behalf of such Reporting Person the
Reports and to perform any and all other acts, which in the opinion of the Designated Filer or Authorized
Signatory may be necessary or incidental to the performance of the foregoing powers herein granted.

The authority of the Designated Filer and the Authorized Signatory under this Document with respect to each
Reporting Person shall continue until such Reporting Person is no longer required to file any Reports with respect
to the Reporting Person's ownership of, or transactions in, the securities of the Companies, unless earlier revoked
in writing.  Each Reporting Person acknowledges that the Designated Filer and the Authorized Signatory are not
assuming any of the Reporting Person's responsibilities to comply with the Act or the Exchange Act.

Date:  January 24, 2012



Presidio Management Group VIII, L.L.C.


By: /s/ Steven M. Krausz
Name:  Steven M. Krausz
Title: Managing Member

U.S. VENTURE PARTNERS VIII, L.P.
By Presidio Management Group VIII, L.L.C.
Its General Partner

By: /s/ Steven M. Krausz
Name:  Steven M. Krausz
Title: Managing Member

USVP VIII AFFILIATES, L.P.
By Presidio Management Group VIII, L.L.C.
Its General Partner

By: /s/ Steven M. Krausz
Name:  Steven M. Krausz
Title: Managing Member

USVP ENTREPRENEUR PARTNERS VIII-A, L.P.
By Presidio Management Group VIII, L.L.C.
Its General Partner

By: /s/ Steven M. Krausz
Name:  Steven M. Krausz
Title: Managing Member

USVP ENTREPRENEUR PARTNERS VIII-B, L.P.
By Presidio Management Group VIII, L.L.C.
Its General Partner

By: /s/ Steven M. Krausz
Name: Steven M. Krausz
Title: Managing Member

/s/ Irwin Federman
IRWIN FEDERMAN

/s/ Christopher Rust
CHRISTOPHER RUST

/s/ Winston Fu
WINSTON FU

/s/ Casey M. Tansey
CASEY M. TANSEY

/s/ Steven M. Krausz
STEVEN M. KRAUSZ

/s/ Jonathan D. Root
JONATHAN D. ROOT

/s/ David Liddle
DAVID LIDDLE

/s/ Philip M. Young
PHILIP M. YOUNG