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SEC Filings

S-3/A
PROTEON THERAPEUTICS INC filed this Form S-3/A on 08/14/2017
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RA Capital Healthcare Fund, L.P. (7)

 1,354,737

275,405

 1,079,332

2.7%
Blackwell Partners LLC – Series A (7) 324,468 66,338 258,130 0.7%
Perceptive Life Sciences Master Fund LTD (8) 675,859 341,743 334,116 0.8%
Fairmount Healthcare Fund, L.P. (9) 449,745 341,743 108,002 0.3%

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(1)Deerfield Mgmt IV, L.P. is the general partner of Deerfield Private Design Fund IV, L.P. Deerfield Management Company, L.P. is the investment manager of Deerfield Private Design Fund IV, L.P. Mr. James E. Flynn is the sole member of the general partner of Deerfield Mgmt IV, L.P. and Deerfield Management Company, L.P. Each of Deerfield Mgmt IV, L.P., Deerfield Management Company, L.P. and Mr. Flynn may be deemed to beneficially own the shares beneficially owned by Deerfield Private Design Fund IV, L.P. Deerfield Management Company, L.P. and Mr. Flynn beneficially own, through affiliated funds, an additional aggregate of 1,224,899 shares of common stock representing approximately 6.95% of our outstanding shares of common stock.

 

(2)Abingworth LLP and Abingworth Bioventures VI LP (“ABV VI”) may be deemed to have shared voting power and shared dispositive power with respect to (i) 2,017,872 shares of our common stock held by ABV VI, (ii) 26,664 shares of our common stock issuable upon exercise of options issued to Tim Haines, our director, and (iii) up to 2,538,949 shares of our common stock being offered pursuant to this prospectus by ABV VI, which are potentially issuable upon conversion of 2,526 shares of Series A Preferred Stock held by ABV VI, depending on, among other factors, the number of shares of our common stock outstanding from time to time. Abingworth Bioventures VI GP LP, a Scottish limited partnership, serves as the general partner of ABV VI. Abingworth General Partner VI LLP, an English limited liability partnership, serves as the general partner of Abingworth Bioventures VI GP LP. ABV VI (acting by its general partner Abingworth Bioventures VI GP LP, acting by its general partner Abingworth General Partner VI LLP) has delegated to Abingworth LLP, an English limited liability partnership, all investment and dispositive power over the securities held by ABV VI. An investment committee of Abingworth LLP, comprised of Stephen W. Bunting, Kurt von Emster, Genghis Lloyd-Harris, and Tim Haines, our director, approves investment and voting decisions by a majority vote, and no individual member has the sole control or voting power over the securities held by ABV VI. Each of Abingworth LLP, Abingworth Bioventures VI GP LP, Abingworth General Partner VI LLP, Stephen W. Bunting, Kurt von Emster, Genghis Lloyd-Harris, and Tim Haines disclaims beneficial ownership of the securities held by ABV VI except to the extent of their proportionate pecuniary interest therein.

 

(3)Skyline Venture Management IV, LLC (“SVM IV”), John G. Freund, M.D., our director, and Yasunori Kaneko may be deemed to have shared voting power and shared dispositive power with respect to up to 2,492,333 shares of our common stock held by Skyline Venture Partners Qualified Purchaser Fund IV, L.P. (“SVP IV”), including 1,059,403 shares of common stock being offered pursuant to this prospectus by SVP IV, which are potentially issuable upon conversion of 1,054 shares of Series A Preferred Stock held by SVP IV, depending on, among other factors, the number of shares of our common stock outstanding from time to time. SVM IV is the sole general partner of SVP IV. Each of John G. Freund, M.D., and Yasunori Kaneko are managing directors of SVM IV. Each of SVM IV, John G. Freund, M.D. and Yasunori Kaneko disclaims beneficial ownership of the shares held by SVP IV, except to the extent of their pecuniary interests therein.

 

(4)TVM Life Science Ventures VI GmbH & Co. KG (“TVM VI German”), TVM Life Science Ventures VI LP (“TVM VI Cayman”), TVM Life Science Ventures Management VI L.P. (“TVM VI Management”), Helmut Schühsler, Stefan Fischer and Hubert Birner, Ph.D., our director, may be deemed to have shared voting power and shared dispositive power with respect to up to 2,445,622 shares of our common stock, including 373,907 and 128,656 shares of our common stock being offered pursuant to this prospectus by TVM VI German and TVM VI Cayman, respectively, which are potentially issuable upon conversion of 372 and 128 shares of Series A Preferred Stock held by TVM VI German and TVM VI Cayman, respectively, depending on, among other factors, the number of shares of our common stock outstanding from time to time. Helmut Schühsler, Stefan Fischer and Hubert Birner, Ph.D., our director, are members of the investment committee of TVM VI Management, the managing limited partner of TVM VI German and TVM VI Cayman with voting and dispositive power over the share held by those entities. TVM VI German, TVM VI Cayman, TVM VI Management and these individuals each disclaim beneficial ownership of such shares except to the extent of any pecuniary interest therein.

 

(5)Pharmstandard International S.A. and the Joint Stock Company “Pharmstandard” may be deemed to have shared voting power and shared dispositive power with respect to 1,667,907 shares of our common stock held by Pharmstandard International S.A., including 502,563 shares of our common stock being offered pursuant to this prospectus by Pharmstandard International S.A., which are potentially issuable upon conversion of 500 shares of Series A Preferred Stock held by Pharmstandard International S.A., depending on, among other factors, the number of shares of our common stock outstanding from time to time. Pharmstandard International S.A. is a subsidiary of Joint Stock Company “Pharmstandard.” As the parent entity, JSC “Pharmstandard” may be deemed to have voting and investment control over the shares held by Pharmstandard International S.A. JSC “Pharmstandard” disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein.

 

(6)Intersouth Associates VI, LLC (“ISA VI”), the general partner of Intersouth Partners VI, L.P. (“ISP VI”), Dennis J. Dougherty and Mitchell Mumma may be deemed to have shared voting and dispositive power with respect to 1,300,433 shares of our common stock held by ISP VI, including 402,050 shares of common stock being offered pursuant to this prospectus by ISP VI, which are potentially issuable upon conversion of 400 shares of Series A Preferred Stock held by ISP VI, depending on, among other factors, the number of shares of our common stock outstanding from time to time. Dennis J. Dougherty and Mitchell Mumma are the managing members of Intersouth Associates VI, LLC. Each of ISA VI, Dennis J. Dougherty and Mitchell Mumma disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.

 

(7)RA Capital Healthcare Fund, L.P. (“RA Fund”) has shared voting power and shared dispositive power with respect to 1,354,737 shares of our Common Stock, including 275,405 shares of Common Stock issuable upon conversion of the Series A Preferred Stock. Dennis. RA Capital Management, LLC (“RA Capital”) has the shared voting power and shared dispositive power with respect to 1,679,205 shares of our Common Stock, including (a) 1,354,737 shares of our Common Stock held by RA Fund, for which RA Capital serves as the sole general partner, and which includes 275,405 shares of Common Stock issuable upon conversion of the Series A Preferred Stock, and (b) 324,468 shares of our Common Stock held in a separately managed account, Blackwell Partners LLC – Series A (“Blackwell”), for which RA Capital serves as investment adviser, and which includes 66,338 shares of Common Stock being offered pursuant to this prospectus. Peter Kolchinsky, Ph.D., as the manager of RA Capital, has the shared voting power and shared dispositive power with respect to 1,354,737 shares of our Common Stock held by RA Fund, and has the shared voting power and shared dispositive power with respect to 324,468 shares of our Common Stock held in a separately managed account for Blackwell. Each of RA Capital and Dr. Kolchinsky disclaims beneficial ownership for the shares, except to the extent of its or his pecuniary interest therein.

 

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