Biotechnology Value Fund L P's Form 4 filing
Cti Biopharma Corp (CTIC) · filed Aug 11, 2022
- Accession no.
- 0000921895-22-002404
- Filed
- Aug 11, 2022, 5:52 PM ET
- Trade date
- Aug 9, 2022
- Filing delay
- 2 days
- Rule 10b5-1 plan
- Not on the form (before 2023)
This filing lists 8 non-derivative transactions and 4 derivative transactions. Open-market sales total $52.0M. It was filed 2 days after the trade.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Biotechnology Value Fund L PCIK 0000918923 | Director, 10% Owner, Other: See Explanation of Responses |
| BVF Partners L PCIK 0001055947 | Director, 10% Owner, Other: See Remarks |
| BVF IncCIK 0001056807 | Director, 10% Owner, Other: See Explanation of Responses |
| Biotechnology Value Fund II LPCIK 0001102444 | Director, Other: See Explanation of Responses |
| Lampert Mark NCIK 0001233840 | Director, 10% Owner, Other: See Explanation of Responses |
| Biotechnology Value Trading Fund OS LPCIK 0001660683 | Director, Other: See Explanation of Responses |
| BVF Partners OS Ltd.CIK 0001660684 | Director, Other: See Explanation of Responses |
| BVF I GP LLCCIK 0001803805 | Director, 10% Owner, Other: See Explanation of Responses |
| BVF II GP LLCCIK 0001803806 | Director, Other: See Explanation of Responses |
| BVF GP Holdings LLCCIK 0001803809 | Director, 10% Owner, Other: See Explanation of Responses |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Aug 9, 2022 | Common Stock, par value $0.001 | SSaleDisposed | −3,850,803 | $6.12 | −$23,566,914.36 | 235,130 | Direct | |
| Aug 9, 2022 | Common Stock, par value $0.001 | CConversionAcquired | +3,754,000 | –F7,F8 | – | 3,989,130 | Direct | |
| Aug 9, 2022 | Common Stock, par value $0.001 | SSaleDisposed | −2,890,723 | $6.12 | −$17,691,224.76 | 168,573 | Direct | |
| Aug 9, 2022 | Common Stock, par value $0.001 | CConversionAcquired | +2,426,666 | –F7,F8 | – | 2,595,239 | Direct | |
| Aug 9, 2022 | Common Stock, par value $0.001 | SSaleDisposed | −469,040 | $6.12 | −$2,870,524.8 | 19,839 | Direct | |
| Aug 9, 2022 | Common Stock, par value $0.001 | CConversionAcquired | +682,666 | –F7,F8 | – | 702,505 | Direct | |
| Aug 9, 2022 | Common Stock, par value $0.001 | SSaleDisposed | −1,289,434 | $6.12 | −$7,891,336.08 | 6,148 | Indirect | |
| Aug 9, 2022 | Common Stock, par value $0.001 | CConversionAcquired | +1,519,999 | –F7,F8 | – | 1,526,147 | Indirect |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Aug 9, 2022 | Common Stock, par value $0.001 | CConversionDisposed | −3,754,000 | –F7,F8 | – | 0 | Direct | |
| Aug 9, 2022 | Common Stock, par value $0.001 | CConversionDisposed | −2,426,666 | –F7,F8 | – | 0 | Direct | |
| Aug 9, 2022 | Common Stock, par value $0.001 | CConversionDisposed | −682,666 | –F7,F8 | – | 0 | Direct | |
| Aug 9, 2022 | Common Stock, par value $0.001 | CConversionDisposed | −1,519,999 | –F7,F8 | – | 0 | Indirect |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F7
The Series O Convertible Preferred Stock, par value $0.001 per share (the "Series O Preferred Stock") has no expiration date and is convertible at any time at the option of the holder thereof. Each share of Series O Preferred Stock is convertible into the number of shares of Common Stock equal to a Conversion Ratio equal to a Stated Value of $2,000 per share divided by a Conversion Price of $3.00, or approximately 667 shares of Common Stock for each share of Series O Preferred Stock. The Series O Preferred Stock may not be converted if, after such conversion, the Reporting Persons would beneficially own, as determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, more than 19.99% of the shares of Common Stock outstanding immediately after giving effect to such conversion.
Referenced by the price of 4 transactions in Table I and 4 transactions in Table II.
- F8
The exercise of the Series O Preferred Stock and the corresponding acquisition of the underlying shares of Common Stock reported herein are exempt from Section 16 pursuant to Rule 16b-3, Rule 16b-6 or otherwise.
Referenced by the price of 4 transactions in Table I and 4 transactions in Table II.
Remarks
For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each of the Reporting Persons may be deemed to be a director by deputization of the Issuer due to a member of Partners, Mr. Perry, serving on the Board of Directors of the Issuer, and his agreement to transfer the economic benefit, if any, received upon the sale of the shares issuable upon exercise of the securities reported owned herein to Partners.