SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Vivo Capital VIII, LLC

(Last) (First) (Middle)
C/O VIVO CAPITAL LLC
505 HAMILTON AVENUE, SUITE 207

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Crinetics Pharmaceuticals, Inc. [ CRNX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/20/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/20/2018 C 2,560,613 A (1) 2,560,613 I See Footnote(2)(5)
Common Stock 07/20/2018 C 353,590 A (1) 353,590 I See Footnote(3)(5)
Common Stock 07/20/2018 C 413,040 A (1) 2,973,653 I See Footnote(2)(5)
Common Stock 07/20/2018 C 57,035 A (1) 410,625 I See Footnote(3)(5)
Common Stock 07/20/2018 P 51,686 A $17 3,025,339 I See Footnote(2)(5)
Common Stock 07/20/2018 P 7,137 A $17 417,762 I See Footnote(3)(5)
Common Stock 07/20/2018 P 141,177 A $17 141,177 I See Footnote(4)(6)
Common Stock 07/20/2018 P 153,180 A $20.73(7) 294,357 I See Footnote(4)(6)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Preferred Stock (1) 07/20/2018 C 8,424,416 (1) (1) Common Stock 2,560,613 (1) 0 I See Footnote(2)(5)
Series A Preferred Stock (1) 07/20/2018 C 1,163,311 (1) (1) Common Stock 353,590 (1) 0 I See Footnote(3)(5)
Series B Preferred Stock (1) 07/20/2018 C 1,358,903 (1) (1) Common Stock 413,040 (1) 0 I See Footnote(2)(5)
Series B Preferred Stock (1) 07/20/2018 C 187,648 (1) (1) Common Stock 57,035 (1) 0 I See Footnote(3)(5)
1. Name and Address of Reporting Person*
Vivo Capital VIII, LLC

(Last) (First) (Middle)
C/O VIVO CAPITAL LLC
505 HAMILTON AVENUE, SUITE 207

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Vivo Capital, LLC

(Last) (First) (Middle)
505 HAMILTON AVENUE, SUITE 207

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Vivo Capital Fund VIII, L.P.

(Last) (First) (Middle)
505 HAMILTON AVENUE, SUITE 207

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Vivo Capital Surplus Fund VIII, L.P.

(Last) (First) (Middle)
505 HAMILTON AVENUE, SUITE 207

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Vivo Opportunity, LLC

(Last) (First) (Middle)
505 HAMILTON AVENUE, SUITE 207

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Vivo Opportunity Fund, L.P.

(Last) (First) (Middle)
505 HAMILTON AVENUE, SUITE 207

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
Explanation of Responses:
1. The shares of the Issuer's Series A Preferred Stock and Series B Preferred Stock automatically converted into shares of the Issuer's Common Stock, for no additional consideration, at a ratio of 3.29 to 1 share, immediately prior to the consummation of the Issuer's initial public offering. The Series A Preferred Stock and Series B Preferred Stock had no expiration date.
2. These securities are held of record by Vivo Capital Fund VIII, L.P. ("VCF").
3. These securities are held of record by Vivo Capital Surplus Fund VIII, L.P. ("VCSF").
4. These securities are held of record by Vivo Opportunity Fund, L.P. ("VOF").
5. Vivo Capital VIII, LLC ("Vivo LLC") is the general partner of VCF and VCSF. Vivo Capital LLC is the management company of Vivo LLC. The voting members of each of Vivo Capital LLC and Vivo LLC are Frank Kung, Albert Cha, Edgar Engleman, Chen Yu and Shan Fu, none of whom has individual voting or investment power with respect to these securities. Jack B. Nielsen, M.Sc., a director of the Issuer, is a Managing Director at Vivo Capital LLC. Each of the above-listed individuals disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for the purposes of Section 16 or for any other purposes.
6. Vivo Opportunity, LLC is the general partner of VOF. Vivo Capital LLC is the management company of Vivo Opportunity, LLC. The voting members of Vivo Opportunity, LLC are Frank Kung, Albert Cha, Shan Fu, Gaurav Aggarwal and Michael Chang, none of whom has individual voting or investment power with respect to these securities. Each of the above-listed individuals disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for the purposes of Section 16 or for any other purposes.
7. The price reported herein is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.25 to $24.5, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (7) to this Form 4.
/s/ Albert Cha as managing member of Vivo Capital VIII, LLC 07/20/2018
/s/ Albert Cha as managing member of Vivo Capital LLC 07/20/2018
/s/ Albert Cha as a managing member of Vivo Capital VIII, LLC, the general partner of Vivo Capital Fund VIII, L.P. 07/20/2018
/s/ Albert Cha as a managing member of Vivo Capital VIII, LLC, the general partner of Vivo Capital Surplus Fund VIII, L.P. 07/20/2018
/s/ Albert Cha as a managing member of Vivo Opportunity, LLC 07/20/2018
/s/ Albert Cha as a managing member of Vivo Opportunity, LLC, the general partner of Vivo Opportunity Fund, L.P. 07/20/2018
** Signature of Reporting Person Date
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