0001140361-13-034586.txt : 20130829 0001140361-13-034586.hdr.sgml : 20130829 20130829163405 ACCESSION NUMBER: 0001140361-13-034586 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130827 FILED AS OF DATE: 20130829 DATE AS OF CHANGE: 20130829 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Regado Biosciences Inc CENTRAL INDEX KEY: 0001311596 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 030422069 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 120 MOUNTAIN VIEW BOULEVARD CITY: BASKING RIDGE STATE: NJ ZIP: 00000 BUSINESS PHONE: 908.580.2111 MAIL ADDRESS: STREET 1: 120 MOUNTAIN VIEW BOULEVARD CITY: BASKING RIDGE STATE: NJ ZIP: 00000 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Clark B. Jefferson CENTRAL INDEX KEY: 0001435388 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35953 FILM NUMBER: 131069445 MAIL ADDRESS: STREET 1: C/O ALDAGEN, INC., 2810 MERDIAN PARKWAY STREET 2: SUITE 148 CITY: DURHAM STATE: NC ZIP: 27713 4 1 doc1.xml FORM 4 X0306 4 2013-08-27 0 0001311596 Regado Biosciences Inc RGDO 0001435388 Clark B. Jefferson 120 MOUNTAIN VIEW BOULEVARD BASKING RIDGE NJ 07920 1 0 0 0 Common Stock, par value $0.001 per share 2013-08-27 4 C 0 145411 A 164722 I See Footnote 7 Common Stock, par value $0.001 per share 2013-08-27 4 C 0 87325 A 252047 I See Footnote 7 Common Stock, par value $0.001 per share 2013-08-27 4 C 0 133067 A 385114 I See Footnote 7 Common Stock, par value $0.001 per share 2013-08-27 4 C 0 321973 A 707087 I See Footnote 7 Common Stock, par value $0.001 per share 2013-08-27 4 C 0 48362 A 755449 I See Footnote 7 Common Stock, par value $0.001 per share 2013-08-27 4 P 0 359310 4.00 A 1114759 I See Footnote 8 Stock Option (right to buy) 4.00 2013-08-27 4 A 0 17964 0 A 2023-08-27 Common Stock, par value $0.001 per share 17964 17964 D Series A Preferred Stock 2013-08-27 4 C 0 2428367 0 D Common Stock, par value $0.001 per share 145411 0 I See Footnote 7 Series B Preferred Stock 2013-08-27 4 C 0 1458333 0 D Common Stock, par value $0.001 per share 87325 0 I See Footnote 7 Series C Preferred Stock 2013-08-27 4 C 0 2222222 0 D Common Stock, par value $0.001 per share 133067 0 I See Footnote 7 Series D Preferred Stock 2013-08-27 4 C 0 5376964 0 A Common Stock, par value $0.001 per share 321973 0 I See Footnote 7 Series E Preferred Stock 2013-08-27 4 C 0 807652 0 D Common Stock, par value $0.001 per share 48362 0 I See Footnote 7 100% of the shares underlying the option will vest on the one-year anniversary of the date of grant. The shares of Series A Preferred Stock had no expiration date and automatically converted upon the consummation of the initial public offering of Regado Biosciences, Inc. (the "Company") at a conversion ratio of 1 share of Series A Preferred Stock to 0.05988024 shares of common stock, for no additional consideration. The shares of Series B Preferred Stock had no expiration date and automatically converted upon the consummation of the Company's initial public offering at a conversion ratio of 1 share of Series B Preferred Stock to 0.05988024 shares of common stock, for no additional consideration. The shares of Series C Preferred Stock had no expiration date and automatically converted upon the consummation of the Company's initial public offering at a conversion ratio of 1 share of Series C Preferred Stock to 0.05988024 shares of common stock, for no additional consideration. The shares of Series D Preferred Stock had no expiration date and automatically converted upon the consummation of the Company's initial public offering at a conversion ratio of 1 share of Series D Preferred Stock to 0.05988024 shares of common stock, for no additional consideration. The shares of Series E Preferred Stock had no expiration date and automatically converted upon the consummation of the Company's initial public offering at a conversion ratio of 1 share of Series E Preferred Stock to 0.05988024 shares of common stock, for no additional consideration. Except as noted in footnote 8 of this Form 4, the reportable securities are directly held by Aurora Ventures IV, LLC ("Aurora IV"). The Reporting Person is the manager of A.V. Management IV, L.L.C., the managing member of Aurora IV, and may be deemed to share voting and investment power. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein, and this report is not an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. The reportable securities are directly held by Aurora Ventures V, L.P ("Aurora V"). The Reporting Person is the manager of A.V. Management V, L.L.C., the managing member of Aurora V, and may be deemed to share voting and investment power. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein, and this report is not an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. /s/ B. Jefferson Clark by Christopher Courts, Attorney-in-Fact 2013-08-29 EX-24 2 poa1.htm POWER OF ATTORNEY Unassociated Document
POWER OF ATTORNEY
 
Know all by these presents, that the undersigned hereby authorizes David  J. Mazzo, the President and Chief Executive Officer of Regado Biosciences, Inc. (the “Company”), and Christopher E. Courts, the Vice President, Finance of the Company, or either of them signing singly, and with full power of substitution, the undersigned’s true and lawful attorneys-in-fact to:

(1) execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer and/or director of the Company, Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder;

(2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorneys-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorneys-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 attorneys-in-fact may approve in such attorneys-in-fact’s discretion.

The undersigned hereby grants to the foregoing attorneys-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 attorneys-in-fact, or such attorneys-in-fact’s designated 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 the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934, as amended, and the rules thereunder.

This Power of Attorney shall remain in full force and effect until 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, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 21st day of August, 2013.

 
 

     
     
   
/s/ B. Jefferson Clark
  
   
  Signature
  
       
     B. Jefferson Clark  
   
  Name