0001104659-12-046283.txt : 20120627 0001104659-12-046283.hdr.sgml : 20120627 20120627164044 ACCESSION NUMBER: 0001104659-12-046283 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 9 CONFORMED PERIOD OF REPORT: 20120627 FILED AS OF DATE: 20120627 DATE AS OF CHANGE: 20120627 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GIANOS PHILIP T CENTRAL INDEX KEY: 0001207831 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35587 FILM NUMBER: 12929970 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CASH HARVEY B CENTRAL INDEX KEY: 0001198704 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35587 FILM NUMBER: 12929973 MAIL ADDRESS: STREET 1: 13455 NOEL ROAD STREET 2: SUITE 1670 CITY: DALLAS STATE: TX ZIP: 75240 FORMER NAME: FORMER CONFORMED NAME: CASH H BERRY DATE OF NAME CHANGE: 20021015 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kliman Gilbert H CENTRAL INDEX KEY: 0001293171 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35587 FILM NUMBER: 12929968 MAIL ADDRESS: STREET 1: C/O INTERWEST PARTNERS STREET 2: 2710 SAND HILL ROAD, 2ND FLOOR CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Holmes W Stephen CENTRAL INDEX KEY: 0001293923 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35587 FILM NUMBER: 12929972 MAIL ADDRESS: STREET 1: C/O INTERWEST PARTNERS STREET 2: 2710 SAND HILL ROAD, 2ND FLOOR CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ehrlich Christopher B CENTRAL INDEX KEY: 0001293973 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35587 FILM NUMBER: 12929971 MAIL ADDRESS: STREET 1: C/O INTERWEST PARTNERS STREET 2: 2710 SAND HILL ROAD, 2ND FLOOR CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CLEVELAND BRUCE A CENTRAL INDEX KEY: 0001333063 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35587 FILM NUMBER: 12929975 MAIL ADDRESS: STREET 1: 2207 BRIDGEPOINTE PARKWAY CITY: SAN MATEO STATE: CA ZIP: 94404 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pepper Douglas A CENTRAL INDEX KEY: 0001381839 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35587 FILM NUMBER: 12929967 MAIL ADDRESS: STREET 1: C/O INTERWEST PARTNERS STREET 2: 2710 SAND HILL ROAD, SECOND FLOOR CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kjellson Nina S CENTRAL INDEX KEY: 0001381980 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35587 FILM NUMBER: 12929969 MAIL ADDRESS: STREET 1: C/O INTERWEST PARTNERS STREET 2: 2710 SAND HILL ROAD, SECOND FLOOR CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TESARO, Inc. CENTRAL INDEX KEY: 0001491576 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 272249687 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1000 WINTER STREET, SUITE 3300 CITY: WALTHAM STATE: MA ZIP: 02451 BUSINESS PHONE: (339) 970-0900 MAIL ADDRESS: STREET 1: 1000 WINTER STREET, SUITE 3300 CITY: WALTHAM STATE: MA ZIP: 02451 FORMER COMPANY: FORMER CONFORMED NAME: Tesaro, Inc. DATE OF NAME CHANGE: 20100510 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: INTERWEST PARTNERS X LP CENTRAL INDEX KEY: 0001443898 STATE OF INCORPORATION: CA FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35587 FILM NUMBER: 12929974 BUSINESS ADDRESS: STREET 1: C/O INTERWEST PARTNERS STREET 2: 2710 SAND HILL ROAD, SECOND FLOOR CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-854-8585 MAIL ADDRESS: STREET 1: C/O INTERWEST PARTNERS STREET 2: 2710 SAND HILL ROAD, SECOND FLOOR CITY: MENLO PARK STATE: CA ZIP: 94025 3 1 a3.xml 3 X0205 3 2012-06-27 0 0001491576 TESARO, Inc. TSRO 0001443898 INTERWEST PARTNERS X LP 2710 SAND HILL ROAD, SUITE 200 MENLO PARK CA 94025 0 0 1 0 0001198704 CASH HARVEY B 2710 SAND HILL ROAD, SUITE 200 MENLO PARK CA 94025 0 0 1 0 0001333063 CLEVELAND BRUCE A 2710 SAND HILL ROAD, SUITE 200 MENLO PARK CA 94025 0 0 1 0 0001293973 Ehrlich Christopher B 2710 SAND HILL ROAD, SUITE 200 MENLO PARK CA 94025 0 0 1 0 0001207831 GIANOS PHILIP T 2710 SAND HILL ROAD, SUITE 200 MENLO PARK CA 94025 0 0 1 0 0001381980 Kjellson Nina S 2710 SAND HILL ROAD, SUITE 200 MENLO PARK CA 94025 0 0 1 0 0001293171 Kliman Gilbert H 2710 SAND HILL ROAD, SUITE 200 MENLO PARK CA 94025 0 0 1 0 0001381839 Pepper Douglas A 2710 SAND HILL ROAD, SUITE 200 MENLO PARK CA 94025 0 0 1 0 0001293923 Holmes W Stephen 2710 SAND HILL ROAD, SUITE 200 MENLO PARK CA 94025 0 0 1 0 Series B Preferred Stock Common Stock 2627257 D The reported securities are convertible at any time, in whole or in part, at the option of the holder, have no expiration date, and will convert into shares of common stock immediately prior to the closing of the Issuer's initial public offering. The shares are owned by InterWest Partners X, LP ("IW10"). InterWest Management Partners X, LLC ("IMP10") is the general partner of IW10. Harvey B. Cash, Bruce A. Cleveland, Christopher B. Ehrlich, Philip T. Gianos, W. Stephen Holmes, Nina S. Kjellson, Gilbert H. Kliman, Arnold L. Oronsky, Douglas A. Pepper and Thomas L. Rosch are managing directors of IMP10. Keval Desai and Khaled A. Nasr are venture members of IMP10. Each managing director and venture member of IMP10 disclaims beneficial ownership of such shares, except to the extent of their pecuniary interest therein. Due to limitations of the EDGAR software, this Form 3 is filed on behalf of InterWest Partners X, LP and certain other Reporting Persons, and is being filed on two Forms 3 (Part I and Part II) (collectively, the ''InterWest Form 3''). This filing represents Part I of the InterWest Form 3 and should be read together with Part II. Part I and Part II of the InterWest Form 3 shall constitute one filing. Exhibit List Exhibit 24.1- Power of Attorney of Harvey B. Cash Exhibit 24.2- Power of Attorney of Bruce A. Cleveland Exhibit 24.3- Power of Attorney of Christopher B. Ehrlich Exhibit 24.4- Power of Attorney of Philip T. Gianos Exhibit 24.5- Power of Attorney of Nina Kjellson Exhibit 24.6- Power of Attorney of Gilbert H. Kliman Exhibit 24.7- Power of Attorney of Douglas A. Pepper Exhibit 99 - Form 3 Joint Filer Information /s/ W. Stephen Holmes, Managing Director 2012-06-27 /s/ Harvey B. Cash by Karen A. Wilson Power of Attorney 2012-06-27 /s/ Bruce A. Cleveland by Karen A. Wilson Power of Attorney 2012-06-27 /s/ Christopher B. Ehrlich by Karen A. Wilson Power of Attorney 2012-06-27 /s/ Philip T. Gianos by Karen A. Wilson Power of Attorney 2012-06-27 /s/ W. Stephen Holmes 2012-06-27 /s/ Nina Kjellson by Karen A. Wilson Power of Attorney 2012-06-27 /s/ Gilbert H. Kliman by Karen A. Wilson Power of Attorney 2012-06-27 /s/ Douglas A. Pepper by Karen A. Wilson Power of Attorney 2012-06-27 EX-24.1 2 ex-24d1.htm EX-24.1

Exhibit 24.1

 

POWER OF ATTORNEY

 

KNOW ALL BY THESE PRESENTS:

 

The undersigned, Harvey B. Cash, hereby constitutes and appoints Karen A. Wilson as his true and lawful Attorney-in-Fact, with full power in his name and on his behalf, to take all actions and do all things necessary with respect to all matters arising in connection with the ownership reporting requirements of the securities laws of the United States, including the execution and delivery of all documents in connection therewith.

 

The undersigned agrees to indemnify said Attorney-in-Fact against, and hold her free and harmless from, and all loss, cost, expense, damage or liability which she may incur or sustain as a result of any action taken by her in good faith pursuant to this Power of Attorney.

 

This Power of Attorney shall remain in full force and effect until revoked in writing by the undersigned and the authority granted herein may be relied upon by any person until such person has actually received written notice of revocation.

 

IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney this 12th day of February, 1996.

 

 

 

HARVEY B. CASH

 

 

 

 

 

/s/ Harvey B. Cash

 

 

 EX-24.2 3 ex-24d2.htm EX-24.2

Exhibit 24.2

 

POWER OF ATTORNEY

 

KNOW ALL BY THESE PRESENTS:

 

The undersigned, Bruce A. Cleveland, hereby constitutes and appoints Karen A. Wilson as his true and lawful Attorney-in-Fact, with full power in his name and on his behalf, to take all actions and do all things necessary with respect to all matters arising in connection with the ownership reporting requirements of the securities laws of the United States, including the execution and delivery of all documents in connection therewith.

 

The undersigned agrees to indemnify said Attorney-in-Fact against, and hold her free and harmless from, and all loss, cost, expense, damage or liability which she may incur or sustain as a result of any action taken by her in good faith pursuant to this Power of Attorney.

 

This Power of Attorney shall remain in full force and effect until revoked in writing by the undersigned and the authority granted herein may be relied upon by any person until such person has actually received written notice of revocation.

 

IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney this 31st day of May, 2007.

 

 

 

BRUCE A. CLEVELAND

 

 

 

 

 

/s/ Bruce A. Cleveland

 

 

 EX-24.3 4 ex-24d3.htm EX-24.3

Exhibit 24.3

 

POWER OF ATTORNEY

 

KNOW ALL BY THESE PRESENTS:

 

The undersigned, Christopher B. Ehrlich, hereby constitutes and appoints Karen A. Wilson as his true and lawful Attorney-in-Fact, with full power in his name and on his behalf, to take all actions and do all things necessary with respect to all matters arising in connection with the ownership reporting requirements of the securities laws of the United States, including the execution and delivery of all documents in connection therewith.

 

The undersigned agrees to indemnify said Attorney-in-Fact against, and hold her free and harmless from, and all loss, cost, expense, damage or liability which she may incur or sustain as a result of any action taken by her in good faith pursuant to this Power of Attorney.

 

This Power of Attorney shall remain in full force and effect until revoked in writing by the undersigned and the authority granted herein may be relied upon by any person until such person has actually received written notice of revocation.

 

IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney this 22nd day of October, 2003.

 

 

 

CHRISTOPHER B. EHRLICH

 

 

 

 

 

/s/ Christopher B. Ehrlich

 

 

 EX-24.4 5 ex-24d4.htm EX-24.4

Exhibit 24.4

 

POWER OF ATTORNEY

 

KNOW ALL BY THESE PRESENTS:

 

The undersigned, Philip T. Gianos, hereby constitutes and appoints Karen A. Wilson as his true and lawful Attorney-in-Fact, with full power in his name and on his behalf, to take all actions and do all things necessary with respect to all matters arising in connection with the ownership reporting requirements of the securities laws of the United States, including the execution and delivery of all documents in connection therewith.

 

The undersigned agrees to indemnify said Attorney-in-Fact against, and hold her free and harmless from, and all loss, cost, expense, damage or liability which she may incur or sustain as a result of any action taken by her in good faith pursuant to this Power of Attorney.

 

This Power of Attorney shall remain in full force and effect until revoked in writing by the undersigned and the authority granted herein may be relied upon by any person until such person has actually received written notice of revocation.

 

IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney this 28th day of May, 1996.

 

 

 

PHILIP T. GIANOS

 

 

 

 

 

/s/ Philip T. Gianos

 

 

 EX-24.5 6 ex-24d5.htm EX-24.5

Exhibit 24.5

 

POWER OF ATTORNEY

 

KNOW ALL BY THESE PRESENTS:

 

The undersigned, Nina S. Kjellson, hereby constitutes and appoints Karen A. Wilson as her true and lawful Attorney-in-Fact, with full power in her name and on her behalf, to take all actions and do all things necessary with respect to all matters arising in connection with the ownership reporting requirements of the securities laws of the United States, including the execution and delivery of all documents in connection therewith.

 

The undersigned agrees to indemnify said Attorney-in-Fact against, and hold her free and harmless from, and all loss, cost, expense, damage or liability which she may incur or sustain as a result of any action taken by her in good faith pursuant to this Power of Attorney.

 

This Power of Attorney shall remain in full force and effect until revoked in writing by the undersigned and the authority granted herein may be relied upon by any person until such person has actually received written notice of revocation.

 

IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney this 31st day of May, 2007.

 

 

 

NINA S. KJELLSON

 

 

 

 

 

/s/ Nina S. Kjellson

 

 

 EX-24.6 7 ex-24d6.htm EX-24.6

Exhibit 24.6

 

POWER OF ATTORNEY

 

KNOW ALL BY THESE PRESENTS:

 

The undersigned, Gilbert H. Kliman, hereby constitutes and appoints Karen A. Wilson as his true and lawful Attorney-in-Fact, with full power in his name and on his behalf, to take all actions and do all things necessary with respect to all matters arising in connection with the ownership reporting requirements of the securities laws of the United States, including the execution and delivery of all documents in connection therewith.

 

The undersigned agrees to indemnify said Attorney-in-Fact against, and hold her free and harmless from, and all loss, cost, expense, damage or liability which she may incur or sustain as a result of any action taken by her in good faith pursuant to this Power of Attorney.

 

This Power of Attorney shall remain in full force and effect until revoked in writing by the undersigned and the authority granted herein may be relied upon by any person until such person has actually received written notice of revocation.

 

IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney this 8th day of September, 2000.

 

 

 

GILBERT H. KLIMAN

 

 

 

 

 

/s/ Gilbert H. Kliman

 

 

 EX-24.7 8 ex-24d7.htm EX-24.7

Exhibit 24.7

 

POWER OF ATTORNEY

 

KNOW ALL BY THESE PRESENTS:

 

The undersigned, Douglas A. Pepper, hereby constitutes and appoints Karen A. Wilson as his true and lawful Attorney-in-Fact, with full power in his name and on his behalf, to take all actions and do all things necessary with respect to all matters arising in connection with the ownership reporting requirements of the securities laws of the United States, including the execution and delivery of all documents in connection therewith.

 

The undersigned agrees to indemnify said Attorney-in-Fact against, and hold her free and harmless from, and all loss, cost, expense, damage or liability which she may incur or sustain as a result of any action taken by her in good faith pursuant to this Power of Attorney.

 

This Power of Attorney shall remain in full force and effect until revoked in writing by the undersigned and the authority granted herein may be relied upon by any person until such person has actually received written notice of revocation.

 

IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney this 1st day of June, 2007.

 

 

 

DOUGLAS A. PEPPER

 

 

 

 

 

/s/ Douglas A. Pepper

 

 

 EX-99 9 ex-99.htm EX-99 Exhibit 99

Exhibit 99

 

FORM 3 JOINT FILER INFORMATION

 

Name of “Reporting Persons”:

 

InterWest Partners X, L.P. (“IW10”)

 

 

InterWest Management Partners X, LLC (“IMP10”)

 

 

 

 

 

Harvey B. Cash

 

 

Bruce A. Cleveland

 

 

Christopher B. Ehrlich

 

 

Philip T. Gianos

 

 

W. Stephen Holmes

 

 

Nina Kjellson

 

 

Gilbert H. Kliman

 

 

Douglas A. Pepper

 

 

Thomas L. Rosch

 

 

Keval Desai

 

 

Khaled Nasr

 

 

 

Address:

 

2710 Sand Hill Road, Suite 200

 

 

Menlo Park, CA 94025

 

 

 

Designated Filer:

 

InterWest Partners X, L.P.

 

 

 

Issuer and Ticker Symbol:

 

TESARO, Inc. (“TSRO”)

 

 

 

Date of Event:

 

June 27, 2012

 

Each of the following is a Joint Filer with InterWest Partners X L.P. (“IW10”) and may be deemed to share indirect beneficial ownership in the securities set forth on the attached Form 3:

 

InterWest Management Partners X, LLC (“IMP10”) is the general partner of IW10 and has sole voting and investment control over the shares owned by IW10. Harvey B. Cash, Bruce A. Cleveland, Christopher B. Ehrlich Philip T. Gianos, W. Stephen Holmes, Nina Kjellson, Gilbert H. Kliman, Douglas A. Pepper, and Thomas L. Rosch are Managing Directors of IMP10 and, Keval Desai and Khaled A. Nasr, and are Venture Members of IMP10. Arnold L. Oronsky, a Managing Director of IMP10 is also a Director of the Issuer, and has filed a separate Form 3 in his own name.

 

All Reporting Persons disclaim beneficial ownership of shares of TESARO, Inc. stock held by IW10, except to the extent of their respective pecuniary interest therein. The filing of this statement shall not be deemed an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, any of the Reporting Persons are the beneficial owner of all of the equity securities covered by this statement.

 

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Each of the Reporting Persons listed above has designated InterWest Partners X, L.P. as its designated filer of Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder.  Each Reporting Person has appointed InterWest Management Partners X, LLC as its attorney in fact for the purpose of making reports relating to transaction in TESARO, Inc. Common Stock.

 

INTERWEST MANAGEMENT PARTNERS X, L.L.C.

 

Nina Kjellson, an individual

 

 

By: InterWest Management Partners X, LLC,

 

 

       as Attorney-in-Fact

By:

/s/ W. Stephen Holmes

 

 

 

W. Stephen Holmes, Managing Director

 

By:

/s/ Karen A. Wilson

 

 

 

 

Karen A. Wilson, Power of Attorney

 

 

 

INTERWEST PARTNERS X, LP

 

Gilbert H. Kliman, an individual

 

 

By: InterWest Management Partners X, LLC,

By:

InterWest Management Partners X, LLC

 

       as Attorney-in-Fact

 

Its General Partner

 

 

 

 

By:

/s/ Karen A. Wilson

 

 

 

 

Karen A. Wilson, Power of Attorney

By:

/s/ W. Stephen Holmes

 

 

 

 

W. Stephen Holmes, Managing Director

 

 

 

 

 

Harvey B. Cash, an individual

 

Douglas A. Pepper, an individual

By: InterWest Management Partners X, LLC,
       as Attorney-in-Fact

 

By: InterWest Management Partners X, LLC,
       as Attorney-in-Fact

 

 

 

By:

/s/ Karen A. Wilson

 

By:

/s/ Karen A. Wilson

 

Karen A. Wilson, Power of Attorney

 

 

Karen A. Wilson, Power of Attorney

 

 

 

Bruce A. Cleveland, an individual
By: InterWest Management Partners X, LLC,
       as Attorney-in-Fact

 

Thomas L. Rosch, an individual
By: InterWest Management Partners X, LLC,
       as Attorney-in-Fact

 

 

 

By:

/s/ Karen A. Wilson

 

By:

/s/ Karen A. Wilson

 

Karen A. Wilson, Power of Attorney

 

 

Karen A. Wilson, Power of Attorney

 

 

 

Christopher B. Ehrlich, an individual
By: InterWest Management Partners X, LLC,
       as Attorney-in-Fact

 

Keval Desai, an individual
By: InterWest Management Partners X, LLC,
       as Attorney-in-Fact

 

 

 

By:

/s/ Karen A. Wilson

 

By:

/s/ Karen A. Wilson

 

Karen A. Wilson, Power of Attorney

 

 

Karen A. Wilson, Power of Attorney

 

 

 

Philip T. Gianos, an individual
By: InterWest Management Partners X, LLC,
       as Attorney-in-Fact

 

Khaled A. Nasr, an individual

By: InterWest Management Partners X, LLC,
       as Attorney-in-Fact

 

 

 

By:

/s/ Karen A. Wilson

 

By:

/s/ Karen A. Wilson

 

Karen A. Wilson, Power of Attorney

 

 

Karen A. Wilson, Power of Attorney

 

 

 

W. Stephen Holmes, an individual
By: InterWest Management Partners X, LLC,
       as Attorney-in-Fact

 

 

 

 

 

By:

/s/ W. Stephen Holmes

 

 

 

W. Stephen Holmes

 

 

 

2