Initial Statement of Beneficial Ownership (3)
20 Août 2020 - 10:20PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
Estimated average burden hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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BVF PARTNERS L P/IL |
2. Date of Event Requiring Statement (MM/DD/YYYY)
8/17/2020
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3. Issuer Name and Ticker or Trading Symbol
Principia Biopharma Inc. [PRNB]
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(Last)
(First)
(Middle)
44 MONTGOMERY STREET, 40TH FL |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director ___X___ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Street)
SAN FRANCISCO, CA 94104
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 4) | 2. Date Exercisable and Expiration Date (MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Call Option (Right to Buy) (1) | (5) | 11/20/2020 | Common Stock, $0.0001 par value | 2606000 | $100 | D (2) | |
Call Option (Right to Buy) (1) | (5) | 11/20/2020 | Common Stock, $0.0001 par value | 1948500 | $100 | D (3) | |
Call Option (Right to Buy) (1) | (5) | 11/20/2020 | Common Stock, $0.0001 par value | 338900 | $100 | D (4) | |
Explanation of Responses: |
(1) | This Form 3 is filed jointly by Biotechnology Value Fund, L.P. ("BVF"), Biotechnology Value Fund II, L.P. ("BVF2"), Biotechnology Value Trading Fund OS LP ("Trading Fund OS"), BVF Partners OS Ltd. ("Partners OS"), BVF I GP LLC ("BVF GP"), BVF II GP LLC ("BVF2 GP"), BVF GP Holdings LLC ("BVF GPH"), BVF Partners L.P. ("Partners"), BVF Inc. and Mark N. Lampert (collectively, the "Reporting Persons"). Each of the Reporting Persons is a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding Common Stock, $0.0001 par value per share. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. |
(2) | Securities owned directly by BVF. As the general partner of BVF, BVF GP may be deemed to beneficially own the securities owned directly by BVF. As the sole member of BVF GP, BVF GPH may be deemed to beneficially own securities owned directly by BVF. As the investment manager of BVF, Partners may be deemed to beneficially own the securities owned directly by BVF. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by BVF. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by BVF. |
(3) | Securities owned directly by BVF2. As the general partner of BVF2, BVF2 GP may be deemed to beneficially own the securities owned directly by BVF2. As the sole member of BVF2 GP, BVF GPH may be deemed to beneficially own securities owned directly by BVF2. As the investment manager of BVF2, Partners may be deemed to beneficially own the securities owned directly by BVF2. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by BVF2. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by BVF2. |
(4) | Securities owned directly by Trading Fund OS. As the general partner of Trading Fund OS, Partners OS may be deemed to beneficially own the securities owned directly by Trading Fund OS. As the investment manager of Trading Fund OS and the sole member of Partners OS, Partners may be deemed to beneficially own the securities owned directly by Trading Fund OS. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by Trading Fund OS. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by Trading Fund OS. |
(5) | The call options are currently exercisable and were exercisable as of the date they were acquired. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
BVF PARTNERS L P/IL 44 MONTGOMERY STREET 40TH FL SAN FRANCISCO, CA 94104 |
| X |
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BIOTECHNOLOGY VALUE FUND L P 44 MONTGOMERY STREET 40TH FL SAN FRANCISCO, CA 94104 |
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| See Explanation of Responses |
BVF I GP LLC 44 MONTGOMERY ST., 40TH FLOOR SAN FRANCISCO, CA 94104 |
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| See Explanation of Responses |
BIOTECHNOLOGY VALUE FUND II LP 44 MONTGOMERY STREET 40TH FL SAN FRANCISCO, CA 94104 |
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| See Explanation of Responses |
BVF II GP LLC 44 MONTGOMERY ST., 40TH FLOOR SAN FRANCISCO, CA 94104 |
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| See Explanation of Responses |
Biotechnology Value Trading Fund OS LP P.O. BOX 309 UGLAND HOUSE GRAND CAYMAN, E9 KY1-1104 |
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| See Explanation of Responses |
BVF Partners OS Ltd. P.O. BOX 309 UGLAND HOUSE GRAND CAYMAN, E9 KY1-1104 |
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| See Explanation of Responses |
BVF GP HOLDINGS LLC 44 MONTGOMERY ST., 40TH FLOOR SAN FRANCISCO, CA 94104 |
| X |
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BVF INC/IL 44 MONTGOMERY STREET 40TH FL SAN FRANCISCO, CA 94104 |
| X |
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LAMPERT MARK N 44 MONTGOMERY STREET 40TH FL SAN FRANCISCO, CA 94104 |
| X |
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Signatures
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BVF Partners L.P., By: BVF Inc., its general partner, By: /s/ Mark N. Lampert, President | | 8/20/2020 |
**Signature of Reporting Person | Date |
Biotechnology Value Fund, L.P., By: BVF Partners L.P., its investment manager, By: BVF Inc., its general partner, By: /s/ Mark N. Lampert, President | | 8/20/2020 |
**Signature of Reporting Person | Date |
BVF I GP LLC, By: BVF GP HOLDINGS LLC, its sole member, By: /s/ Mark N. Lampert, Chief Executive Officer | | 8/20/2020 |
**Signature of Reporting Person | Date |
Biotechnology Value Fund II, L.P., By: BVF Partners L.P., its investment manager, By: BVF Inc., its general partner, By: /s/ Mark N. Lampert, President | | 8/20/2020 |
**Signature of Reporting Person | Date |
BVF II GP LLC, By: BVF GP HOLDINGS LLC, its sole member, By: /s/ Mark N. Lampert, Chief Executive Officer | | 8/20/2020 |
**Signature of Reporting Person | Date |
BVF Partners OS Ltd., By: BVF Partners L.P., its sole member, By: BVF Inc., its general partner, By: /s/ Mark N. Lampert, President | | 8/20/2020 |
**Signature of Reporting Person | Date |
Biotechnology Value Trading Fund OS LP, By: BVF Partners L.P., its investment manager, BVF Inc., its general partner, By: /s/ Mark N. Lampert, President | | 8/20/2020 |
**Signature of Reporting Person | Date |
BVF GP Holdings LLC, By: /s/ Mark N. Lampert, Chief Executive Officer | | 8/20/2020 |
**Signature of Reporting Person | Date |
BVF Inc., By: /s/ Mark N. Lampert, President | | 8/20/2020 |
**Signature of Reporting Person | Date |
/s/ Mark N. Lampert | | 8/20/2020 |
**Signature of Reporting Person | Date |
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