SpyGlass Pharma (SGP) director lists indirect preferred stock stakes
Rhea-AI Filing Summary
SpyGlass Pharma director Kirk G. Nielsen filed an initial ownership report detailing indirect preferred share holdings in the company. The filing lists indirect interests in Series B, Series C-1, Series C-2 and Series D preferred stock, each automatically convertible into common stock on a one-for-one basis before the closing of SpyGlass Pharma’s initial public offering.
The preferred shares are held directly by Vensana Capital I, L.P., whose general partner and managing directors, including the reporting person, may be deemed to share voting and investment power. The entities involved expressly disclaim beneficial ownership except to the extent of their pecuniary interests.
Positive
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Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
Nielsen Kirk G.
Role
Director, 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Series B Preferred Stock | -- | -- | -- |
| holding | Series C-1 Preferred Stock | -- | -- | -- |
| holding | Series C-2 Preferred Stock | -- | -- | -- |
| holding | Series D Preferred Stock | -- | -- | -- |
Holdings After Transaction:
Series B Preferred Stock — 1,690,230 shares (Indirect, See footnote);
Series C-1 Preferred Stock — 548,067 shares (Indirect, See footnote);
Series C-2 Preferred Stock — 548,067 shares (Indirect, See footnote);
Series D Preferred Stock — 359,255 shares (Indirect, See footnote)
Footnotes (1)
- All shares of the preferred stock, par value $0.00001 per share, of the Issuer will automatically be converted on a one-for-one basis to shares of the Issuer's common stock, par value $0.00001 per share ("Common Stock") prior to the closing of the Issuer's initial public offering of its Common Stock. These shares are held directly by Vensana Capital I, L.P. ("Vensana I"). Vensana Capital I GP, LLC ("Vensana GP I") is the general partner of Vensana I. Each of the Reporting Person, a member of the Issuer's board of directors, and Peter Justin Klein (the "GP I Managing Directors") is a managing director of Vensana GP I. Each of Vensana GP I and the GP I Managing Directors, in their capacities with respect to Vensana GP I, may be deemed to share voting, investment and dispositive power with respect to the shares held by Vensana I. Each of Vensana GP I and the GP I Managing Directors disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any one of Vensana GP I or the GP I Managing Directors is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
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FAQ
What does the SpyGlass Pharma (SGP) Form 3 filed by Kirk G. Nielsen show?
The Form 3 reports Kirk G. Nielsen’s indirect interests in several SpyGlass Pharma preferred stock series. These holdings are reported as being held through Vensana Capital I, L.P., with shared voting and investment power and a disclaimer of beneficial ownership beyond pecuniary interests.
Which SpyGlass Pharma (SGP) securities are reported in this Form 3 filing?
The filing lists indirect holdings of Series B, Series C-1, Series C-2 and Series D preferred stock. Each preferred share is automatically convertible into SpyGlass Pharma common stock on a one-for-one basis before the closing of the company’s initial public offering.
How will SpyGlass Pharma (SGP) preferred stock convert into common stock?
All preferred stock with par value $0.00001 per share will automatically convert into SpyGlass Pharma common stock on a one-for-one basis. This conversion will occur prior to the closing of the company’s initial public offering of its common stock.
What is the relationship between Kirk G. Nielsen and SpyGlass Pharma (SGP)?
Kirk G. Nielsen is identified as both a director and a 10% owner of SpyGlass Pharma. His reported holdings are indirect, through Vensana Capital I, L.P., and are documented in this initial statement of beneficial ownership on Form 3.