SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
LANGER DENNIS

(Last) (First) (Middle)
C/O DICERNA PHARMACEUTICALS, INC.
480 ARSENAL STREET, BLDG 1, SUITE 120

(Street)
WATERTOWN MA 02472

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/29/2014
3. Issuer Name and Ticker or Trading Symbol
Dicerna Pharmaceuticals Inc [ DRNA ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 180 I Langer Family Holdings, LLP
Common Stock 8,873 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) (1) 06/02/2019 Common Stock 360 $3.42 I Langer Family Holdings, LLP
Employee Stock Option (right to buy) (2) 09/24/2023 Common Stock 41,667 $3.42 D
SERIES A PREFERRED (3) (3) Common Stock 10,000 (3) I Langer Family Holdings, LLP
SERIES B PREFERRED (3) (3) Common Stock 8,586 (3) I Langer Family Holdings, LLP
SERIES C PREFERRED (3) (3) Common Stock 71,428 (3) I Langer Family Holdings, LLP
Explanation of Responses:
1. 1/12 vests per month, commencing 1 year after the vesting start date of 11/15/2008.
2. 1/36 vests on the last day of the month starting, with a vesting start date of 07/30/2013.
3. Series A, Series B and Series C Preferred Stock will be automatically be converted on a one-for-one basis into shares of the issuer's common stock immediately upon the closing of the issuer's IPO and has no expiration date.
Remarks:
/ John Green 01/29/2014
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.