0000899243-21-003595.txt : 20210128 0000899243-21-003595.hdr.sgml : 20210128 20210128134345 ACCESSION NUMBER: 0000899243-21-003595 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210126 FILED AS OF DATE: 20210128 DATE AS OF CHANGE: 20210128 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Innoviva, Inc. CENTRAL INDEX KEY: 0001080014 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37544 FILM NUMBER: 21563932 BUSINESS ADDRESS: STREET 1: 2000 SIERRA POINT PARKWAY STREET 2: SUITE 500 CITY: BRISBANE STATE: CA ZIP: 94005 BUSINESS PHONE: 6502389600 MAIL ADDRESS: STREET 1: 2000 SIERRA POINT PARKWAY STREET 2: SUITE 500 CITY: BRISBANE STATE: CA ZIP: 94005 FORMER NAME: FORMER CONFORMED NAME: THERAVANCE INC DATE OF NAME CHANGE: 20020207 FORMER NAME: FORMER CONFORMED NAME: ADVANCED MEDICINE INC DATE OF NAME CHANGE: 20000302 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Innoviva Strategic Opportunities LLC CENTRAL INDEX KEY: 0001842875 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37544 FILM NUMBER: 21563933 BUSINESS ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 BUSINESS PHONE: 877 202 1097 MAIL ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Armata Pharmaceuticals, Inc. CENTRAL INDEX KEY: 0000921114 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 911549568 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4503 GLENCOE AVENUE CITY: MARINA DEL REY STATE: CA ZIP: 90292 BUSINESS PHONE: 310-665-2928 MAIL ADDRESS: STREET 1: 4503 GLENCOE AVENUE CITY: MARINA DEL REY STATE: CA ZIP: 90292 FORMER COMPANY: FORMER CONFORMED NAME: AmpliPhi Biosciences Corp DATE OF NAME CHANGE: 20130222 FORMER COMPANY: FORMER CONFORMED NAME: TARGETED GENETICS CORP /WA/ DATE OF NAME CHANGE: 19940331 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-01-26 0 0000921114 Armata Pharmaceuticals, Inc. ARMP 0001080014 Innoviva, Inc. 1350 OLD BAYSHORE HIGHWAY SUITE 400 BURLINGAME CA 94010 1 0 1 0 0001842875 Innoviva Strategic Opportunities LLC 1350 OLD BAYSHORE HIGHWAY SUITE 400 BURLINGAME CA 94010 1 0 1 0 Common Stock 2021-01-26 4 P 0 1867912 3.25 A 1867912 I See Footnotes Common Stock 8710800 D Warrants to Purchase Common Stock 3.25 2021-01-26 4 P 0 1867912 3.25 A 2021-01-26 2026-01-26 Common Stock 1867912 1867912 I See Footnotes Warrants to Purchase Common Stock 2.87 Common Stock 8710800 D On January 26, 2021, Innoviva Strategic Opportunities LLC ("Innoviva Sub"), a Delaware limited liability company and a wholly-owned subsidiary of Innoviva, Inc. ("Innoviva" and, together with Innoviva Sub, the "Reporting Persons"), entered into that certain Securities Purchase Agreement (the "Purchase Agreement") with Armata Pharmaceuticals, Inc., a Washington corporation (the "Issuer") and acquired 1,867,912 newly issued shares of common stock, $0.01 par value per share, of the Issuer ("Common Stock") and warrants ("Warrants") to purchase 1,867,912 shares of Common Stock, with an exercise price per share of $3.25. In addition, pursuant to transactions occurring in 2020, Innoviva is the direct beneficial owner of 8,710,800 shares of Common Stock and 8,710,800 warrants to purchase Common Stock with an exercise price of $2.87. In 2020, Innoviva designated Odysseas Kostas, M.D. and Sarah Schlesinger, M.D., two of the members of the board of directors of Innoviva, to serve on the board of directors of the Issuer. As such, solely for purposes of Section 16 of the Exchange Act, the Reporting Persons may be deemed to be directors by deputization. For purposes of the exemption under Rule 16b-3 promulgated under the Exchange Act, the board of directors of the Issuer approved the acquisition of any direct or indirect pecuniary interest in any shares of Common Stock, including any shares of Common Stock underlying the Warrants, as a result of or in connection with the transactions reported in this Form 4. See Statement Of Changes In Beneficial Ownership on Form 4 filed with the Securities Exchange Commission on March 31, 2020. INNOVIVA, INC., By: /s/ Pavel Raifeld, Name: Pavel Raifeld, Title: Authorized Person 2021-01-28 INNOVIVA STRATEGIC OPPORTUNITIES LLC, By INNOVIVA, INC. (ITS MANAGING MEMBER), By: /s/ Pavel Raifeld, Name: Pavel Raifeld, Title: Authorized Person 2021-01-28