0001209191-16-133902.txt : 20160726 0001209191-16-133902.hdr.sgml : 20160726 20160726110754 ACCESSION NUMBER: 0001209191-16-133902 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160722 FILED AS OF DATE: 20160726 DATE AS OF CHANGE: 20160726 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AERIE PHARMACEUTICALS INC CENTRAL INDEX KEY: 0001337553 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 203109565 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 7020 KIT CREEK ROAD STREET 2: SUITE 270 CITY: RESEARCH TRIANGLE PARK STATE: NC ZIP: 27709 BUSINESS PHONE: 919-313-9650 MAIL ADDRESS: STREET 1: 7020 KIT CREEK ROAD STREET 2: SUITE 270 CITY: RESEARCH TRIANGLE PARK STATE: NC ZIP: 27709 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Foresite Capital Management III, LLC CENTRAL INDEX KEY: 0001645157 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36152 FILM NUMBER: 161783546 BUSINESS ADDRESS: STREET 1: 600 MONTGOMERY STREET STREET 2: SUITE 4500 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415-877-4887 MAIL ADDRESS: STREET 1: 600 MONTGOMERY STREET STREET 2: SUITE 4500 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Foresite Capital Fund II, L.P. CENTRAL INDEX KEY: 0001594914 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36152 FILM NUMBER: 161783547 BUSINESS ADDRESS: STREET 1: 600 MONTGOMERY STREET STREET 2: SUITE 4500 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415-877-4887 MAIL ADDRESS: STREET 1: 600 MONTGOMERY STREET STREET 2: SUITE 4500 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Tananbaum James B. CENTRAL INDEX KEY: 0001581754 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36152 FILM NUMBER: 161783548 MAIL ADDRESS: STREET 1: 3052 PACIFIC AVENUE CITY: SAN FRANCISCO STATE: CA ZIP: 94115 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Foresite Capital Fund III, L.P. CENTRAL INDEX KEY: 0001645158 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36152 FILM NUMBER: 161783549 BUSINESS ADDRESS: STREET 1: 600 MONTGOMERY STREET STREET 2: SUITE 4500 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415-877-4887 MAIL ADDRESS: STREET 1: 600 MONTGOMERY STREET STREET 2: SUITE 4500 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Foresite Capital Management II, LLC CENTRAL INDEX KEY: 0001594912 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36152 FILM NUMBER: 161783550 BUSINESS ADDRESS: STREET 1: 600 MONTGOMERY STREET STREET 2: SUITE 4500 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415-877-4887 MAIL ADDRESS: STREET 1: 600 MONTGOMERY STREET STREET 2: SUITE 4500 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2016-07-22 0 0001337553 AERIE PHARMACEUTICALS INC AERI 0001594912 Foresite Capital Management II, LLC 600 MONTGOMERY STREET SUITE 4500 SAN FRANCISCO CA 94111 0 0 1 0 0001594914 Foresite Capital Fund II, L.P. 600 MONTGOMERY STREET SUITE 4500 SAN FRANCISCO CA 94111 0 0 1 0 0001645157 Foresite Capital Management III, LLC 600 MONTGOMERY STREET SUITE 4500 SAN FRANCISCO CA 94111 0 0 1 0 0001645158 Foresite Capital Fund III, L.P. 600 MONTGOMERY STREET SUITE 4500 SAN FRANCISCO CA 94111 0 0 1 0 0001581754 Tananbaum James B. 3052 PACIFIC AVENUE SAN FRANCISCO CA 94115 0 0 1 0 Common Stock 1672714 I See Footnote Common Stock 1447884 I See Footnote The shares are owned directly by Foresite Capital Fund II, L.P. ("FCF II"). Foresite Capital Management II, LLC ("FCM II"), the general partner of FCF II, may be deemed to have sole voting and dispositive power over these shares. James B. Tananbaum ("Mr. Tananbaum"), in his capacity as managing member of FCM II, may be deemed to have sole voting and dispositive power over these shares. Each Reporting Person disclaims the existence of a "group." Each of FCM II and its members and Mr. Tananbaum disclaims beneficial ownership of any of these shares except to the extent of any pecuniary interest therein, and the filing of this report is not an admission that FCM II and its members or Mr. Tananbaum is the beneficial owner of these shares for purposes of Section 16 or any other purpose. The shares are owned directly by Foresite Capital Fund III, L.P. ("FCF III"). Foresite Capital Management III, LLC ("FCM III"), the general partner of FCF II, may be deemed to have sole voting and dispositive power over these shares. James B. Tananbaum ("Mr. Tananbaum"), in his capacity as managing member of FCM III, may be deemed to have sole voting and dispositive power over these shares. Each Reporting Person disclaims the existence of a "group." Each of FCM III and its members and Mr. Tananbaum disclaims beneficial ownership of any of these shares except to the extent of any pecuniary interest therein, and the filing of this report is not an admission that FCM III and its members or Mr. Tananbaum is the beneficial owner of these shares for purposes of Section 16 or any other purpose. FORESITE CAPITAL MANAGEMENT II, LLC, By: /s/ Dennis D. Ryan, Chief Financial Officer 2016-07-26 FORESITE CAPITAL FUND II, L.P., By: Foresite Capital Management II, LLC, Its: General Partner, By: /s/ Dennis D. Ryan, Chief Financial Officer 2016-07-26 FORESITE CAPITAL MANAGEMENT III, LLC, By: /s/ Dennis D. Ryan, Chief Financial Officer 2016-07-26 FORESITE CAPITAL FUND III, L.P., By: Foresite Capital Management III, LLC, Its: General Partner, By: /s/ Dennis D. Ryan, Chief Financial Officer 2016-07-26 /s/ James B. Tananbaum 2016-07-26 EX-99.1 2 attachment1.htm EX-99.1 DOCUMENT

                                                                    Exhibit 99.1


Pursuant to General Instruction number 5(b)(v) to Form 3, the following
additional reporting persons are covered by this joint filing:

Name:   Foresite Capital Fund II, L.P.
        Foresite Capital Management III, LLC
        Foresite Capital Fund III, L.P.

        Address:   Foresite Capital
                   600 Montgomery Street Street
                   Suite 4500
                   San Francisco, CA  94111

Name:   James B. Tananbaum

        Address:   3052 Pacific Avenue
                   San Francisco, CA  94115

Designated Filer:                 Foresite Capital Management II, LLC

Issuer and Ticker Symbol:         Aerie Pharmaceuticals, Inc. (AERI)

Date of Event Requiring Statement:July 22, 2016


Each of the following is a Joint Filer with Foresite Capital Management II, LLC
("FCM II") and may be deemed to share indirect beneficial ownership in the
securities set forth on the attached Form 3:

FCM II is the general partner of Foresite Capital Fund II, L.P. ("FCF II").  As
such, FCM II possesses sole voting and investment control over the shares owned
by FCF II, and may be deemed to have indirect beneficial ownership of the
securities held by FCF II, however, owns no shares of the Issuer directly.  Mr.
Tananbaum is the managing member of FCM II and in his capacity as such, may be
deemed to exercise sole voting, investment and dispositive power over the
shares held by FCF II.  FCM III is the general partner of Foresite Capital Fund
III, L.P. ("FCF III").  As such, FCM III possesses sole voting and investment
control over the shares owned by FCF III, and may be deemed to have indirect
beneficial ownership of the securities held by FCF III, however, owns no shares
of the Issuer directly.  Mr. Tananbaum is the managing member of FCM III and in
his capacity as such, may be deemed to exercise sole voting, investment and
dispositive power over the shares held by FCF III.  Each Reporting Person
disclaims beneficial ownership of the shares held by FCF II and FCF III except
to the extent of his or its proportionate 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 owners of all of the equity securities
covered by this statement.

Each of the Reporting Persons listed above hereby designates FCM II 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.


FORESITE CAPITAL MANAGEMENT II, LLC

By:     /s/ Dennis D. Ryan
        --------------------------------
        Dennis D. Ryan
        Chief Financial Officer


FORESITE CAPITAL FUND II, L.P

By:     Foresite Capital Management II, LLC
        Its General Partner

By:     /s/ Dennis D. Ryan
        --------------------------------
        Dennis D. Ryan
        Chief Financial Officer


FORESITE CAPITAL MANAGEMENT III, LLC

By:     /s/ Dennis D. Ryan
        --------------------------------
        Dennis D. Ryan
        Chief Financial Officer


FORESITE CAPITAL FUND III, L.P

By:     Foresite Capital Management III, LLC
        Its General Partner

By:     /s/ Dennis D. Ryan
        --------------------------------
        Dennis D. Ryan
        Chief Financial Officer


  /s/ James B. Tananbaum
----------------------------------------
James B. Tananbaum