0000899243-17-027002.txt : 20171120 0000899243-17-027002.hdr.sgml : 20171120 20171120173143 ACCESSION NUMBER: 0000899243-17-027002 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20171120 FILED AS OF DATE: 20171120 DATE AS OF CHANGE: 20171120 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GORDON CARL L CENTRAL INDEX KEY: 0001282930 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38295 FILM NUMBER: 171214861 MAIL ADDRESS: STREET 1: 601 LEXINGTON AVENUE STREET 2: 54TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Arsanis, Inc. CENTRAL INDEX KEY: 0001501697 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 273181608 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 890 WINTER STREET, SUITE 230 CITY: WALTHAM STATE: MA ZIP: 02451 BUSINESS PHONE: 781-819-5704 MAIL ADDRESS: STREET 1: 890 WINTER STREET, SUITE 230 CITY: WALTHAM STATE: MA ZIP: 02451 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2017-11-20 0 0001501697 Arsanis, Inc. ASNS 0001282930 GORDON CARL L C/O ARSANIS, INC. 890 WINTER STREET, SUITE 230 WALTHAM MA 02451 1 0 1 0 Common Stock 2017-11-20 4 C 0 19533 A 19533 I See Footnotes Common Stock 2017-11-20 4 C 0 252230 A 271763 I See Footnotes Common Stock 2017-11-20 4 C 0 328909 A 600672 I See Footnotes Common Stock 2017-11-20 4 C 0 114320 A 714992 I See Footnotes Common Stock 2017-11-20 4 C 0 653974 A 1368966 I See Footnotes Common Stock 2017-11-20 4 P 0 500000 10.00 A 1868966 I See Footnotes Series A-1 Convertible Preferred Stock 2017-11-20 4 C 0 66667 0.00 D Common Stock 19533 0 I See Footnotes Series A-2 Convertible Preferred Stock 2017-11-20 4 C 0 704846 0.00 D Common Stock 252230 0 I See Footnotes Series B Convertible Preferred Stock 2017-11-20 4 C 0 736648 0.00 D Common Stock 328909 0 I See Footnotes Series C Convertible Preferred Stock 2017-11-20 4 C 0 229412 0.00 D Common Stock 114320 0 I See Footnotes Series D Convertible Preferred Stock 2017-11-20 4 C 0 2232014 0.00 D Common Stock 653974 0 I See Footnotes The Series A-1 Convertible Preferred Stock converted into Common Stock on a 0.29300-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series A-1 Convertible Preferred Stock was convertible at any time at the holder's election and automatically upon the closing at the Issuer's initial public offering. The shares had no expiration date. The Series A-2 Convertible Preferred Stock converted into Common Stock on a 0.35785-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series A-2 Convertible Preferred Stock was convertible at any time at the holder's election and automatically upon the closing at the Issuer's initial public offering. The shares had no expiration date. The Series B Convertible Preferred Stock converted into Common Stock on a 0.44650-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series B Convertible Preferred Stock was convertible at any time at the holder's election and automatically upon the closing at the Issuer's initial public offering. The shares had no expiration date. The Series C Convertible Preferred Stock converted into Common Stock on a 0.49832-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series C Convertible Preferred Stock was convertible at any time at the holder's election and automatically upon the closing at the Issuer's initial public offering. The shares had no expiration date. The Series D Convertible Preferred Stock converted into Common Stock on a 0.29300-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series D Convertible Preferred Stock was convertible at any time at the holder's election and automatically upon the closing at the Issuer's initial public offering. The shares had no expiration date. The reported securities are held of record by OrbiMed Private Investments IV, LP ("OPI IV"). OrbiMed Capital GP IV LLC ("GP IV") is the sole general partner of OPI IV, and OrbiMed Advisors LLC ("Advisors"), a registered adviser under the Investment Advisers Act of 1940, as amended, is the sole managing member of GP IV. Samuel D. Isaly ("Isaly"), a natural person, is the managing member of, and owner of a controlling interest in, Advisors. By virtue of such relationships, GP IV, Advisors and Isaly may be deemed to have voting and investment power with respect to the securities held by OPI IV. The Reporting Person is a member of Advisors. Each of GP IV, Advisors, Isaly and the Reporting Person disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. This report on Form 4 shall not be deemed an admission that any of the reporting persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose. /s/ Mike Gray, attorney-in-fact 2017-11-20