0001104659-14-041120.txt : 20140522 0001104659-14-041120.hdr.sgml : 20140522 20140522212838 ACCESSION NUMBER: 0001104659-14-041120 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140522 FILED AS OF DATE: 20140522 DATE AS OF CHANGE: 20140522 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AGILE THERAPEUTICS INC CENTRAL INDEX KEY: 0001261249 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE BUSINESS ADDRESS: STREET 1: 101 POOR FARM ROAD CITY: PRINCETON STATE: NJ ZIP: 08540-1715 BUSINESS PHONE: 609-683-1880 MAIL ADDRESS: STREET 1: 101 POOR FARM ROAD CITY: PRINCETON STATE: NJ ZIP: 08540-1715 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SCHIFF ANDREW N CENTRAL INDEX KEY: 0001172252 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36464 FILM NUMBER: 14865339 MAIL ADDRESS: STREET 1: PLANET ZANETT INC STREET 2: 135 E 57TH ST CITY: NEW YORK STATE: NY ZIP: 10022 FORMER NAME: FORMER CONFORMED NAME: SCHIFF DR DREW DATE OF NAME CHANGE: 20020426 3 1 a3.xml 3 X0206 3 2014-05-22 0 0001261249 AGILE THERAPEUTICS INC AGRX 0001172252 SCHIFF ANDREW N 888 SEVENTH AVENUE, 30TH FLOOR NEW YORK NY 10106 1 0 0 0 Series C Preferred Stock Common Stock 793334 I By Aisling Capital III, LP Convertible Promissory Note Common Stock 14843 I By Aisling Capital III, LP Series C preferred stock is automatically convertible on a 1.4-for-one basis into common stock upon the completion of Agile Therapeutics, Inc.'s initial public offering. The reportable securities are owned directly by Aisling Capital III, LP ("Aisling"), and held indirectly by Aisling Capital Partners III, LP ("Aisling GP"), as general partner of Aisling, Aisling Capital Partners III LLC ("Aisling Partners"), as general partner of Aisling GP, and voting decisions are made by an investment committee of Aisling, which currently consists of six members, including Dr. Schiff. The investment committee shares voting and dispositive power over the shares held directly by Aisling GP. Dr. Schiff disclaims beneficial ownership of the shares except to the extent of his pecuniary interest therein. The promissory note held by Aisling is automatically convertible into common stock upon the completion of Agile Therapeutics, Inc.'s initial public offering. Not applicable. /s/ Scott M. Coiante, Attorney-in-Fact 2014-05-22 EX-24.1 2 ex-24d1.htm EX-24.1 Exhibit 24

Exhibit 24.1

 

Power of Attorney

 

KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby constitutes and appoints Scott Coiante and Geoff Gilmore of Agile Therapeutics, Inc. (the “Company”), or either one of them, his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities, to:

 

(1)                                 execute for and on behalf of the undersigned, an officer, director or holder of 10% or more of a registered class of securities of 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 Form 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 which, 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 each of the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, is 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 attorney-in-fact or (c) until such attorney-in-fact shall no longer be employed by the Company.

 

IN WITNESS WHEREOF, I have hereunto set my hand and seal this 22nd day of May, 2014.

 

 

/s/ Andrew Schiff, M.D.

 

Name: Andrew Schiff, M.D.