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*
EVNIN LUKE

(Last) (First) (Middle)
C/O HARPOON THERAPEUTICS, INC.
4000 SHORELINE COURT, SUITE 250

(Street)
SOUTH SAN FRANCISCO CA 94080

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Harpoon Therapeutics, Inc. [ HARP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/09/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
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 02/12/2019 C 1,525,164 A (1) 1,847,227 I See Footnote(2)(3)
Common Stock 02/12/2019 C 1,578,751 A (1) 3,425,978 I See Footnote(3)(4)
Common Stock 02/12/2019 C 417,852 A (1) 3,843,830 I See Footnote(3)(5)
Common Stock 02/12/2019 X(6) 432,119 A $0.0492 4,275,949 I See Footnote(3)(7)
Common Stock 02/12/2019 F(6) 1,524 D $14 4,274,425 I See Footnote(3)(8)
Common Stock 02/12/2019 P 250,000 A $14 4,524,425 I See Footnote(3)(9)
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 C Preferred Stock (1) 11/09/2018 P(10) 417,852 (1) (1) Common Stock 417,852 $0.00 417,852 I See Footnote(11)
Director Stock Option (Right to Buy) $2.12 12/19/2018 A(10) 20,335 (12) 12/19/2028 Common Stock 20,335 $0.00 20,335 D
Series A Preferred Stock (1) 02/12/2019 C 1,525,164 (1) (1) Common Stock 1,525,164 $0.00 0 I See Footnote
Series B Preferred Stock (1) 02/12/2019 C 1,578,751 (1) (1) Common Stock 1,578,751 $0.00 0 I See Footnote(13)
Series C Preferred Stock (1) 02/12/2019 C 417,852 (1) (1) Common Stock 417,852 $0.00 0 I See Footnote(13)
Common Stock Warrant (Right to Buy) $0.0492(1) 02/12/2019 X 25,418 03/24/2015(1) 03/24/2025(1) Common Stock 25,418 $0.00 0 I See Footnote(13)
Common Stock Warrant (Right to Buy) $0.0492 02/12/2019 X(6) 57,192 07/23/2015 07/23/2025 Common Stock 57,192 $0.00 0 I See Footnote(13)
Common Stock Warrant (Right to Buy) $0.0492 02/12/2019 X(6) 171,579 08/19/2015 08/19/2025 Common Stock 171,579 $0.00 0 I See Footnote(13)
Common Stock Warrant (Right to Buy) $0.0492 02/12/2019 X(6) 50,837 12/16/2015 12/16/2025 Common Stock 50,837 $0.00 0 I See Footnote(13)
Common Stock Warrant (Right to Buy) $0.0492 02/12/2019 X(6) 76,256 11/01/2016 11/01/2026 Common Stock 76,256 $0.00 0 I See Footnote(13)
Common Stock Warrant (Right to Buy) $0.0492 02/12/2019 X(6) 50,837 01/10/2017 01/10/2027 Common Stock 50,837 $0.00 0 I See Footnote(13)
Explanation of Responses:
1. All series of convertible preferred stock automatically converted into the number of shares of the Issuer's common stock on a 1-for-1 basis, for no additional consideration, immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
2. The shares are held as follows: 1,382,777 by MPM BioVentures 2014, L.P. ("BV 2014"), 92,229 by MPM BioVentures 2014(B), L.P. ("BV 2014(B)"), 50,158 by MPM Asset Management Investors BV2014 LLC ("AM BV2014") and 322,063 by MPM Asset Management LLC ("AM LLC"). MPM BioVentures 2014 GP LLC and MPM BioVentures 2014 LLC ("BV LLC") are the direct and indirect general partners of BV 2014 and BV 2014(B). Luke Evnin is a member of BV LLC and a member of AM LLC.
3. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
4. The shares are held as follows: 2,814,142 by BV 2014, 187,696 by BV 2014(B), 102,077 by AM BV2014 and 322,063 by MPM LLC.
5. The shares are held as follows: 3,192,985 by BV 2014, 212,964 by BV 2014(B), 115,818 by AM BV2014 and 322,063 by MPM LLC.
6. On February 12, 2019, BV 2014, BV 2014(B) and AM BV2014 exercised warrants to purchase an aggregate of 432,119 shares of the Issuer's common stock for $0.0492 per share. The warrants were exercised as follows: 391,784 by BV 2014, 26,129 by BV 2014(B) and 14,206 by AM BV2014. The exercise price was paid on a cashless basis, resulting in the Issuer's withholding of an aggregate of 1,524 of the warrant shares to pay the exercise price and issuing to the respective holder the remaining 430,595 shares.
7. The shares are held as follows: 3,584,769 by BV 2014, 239,093 by BV 2014(B), 130,024 by AM BV2014 and 322,063 by MPM LLC.
8. The shares are held as follows: 3,583,391 by BV 2014, 238,998 by BV 2014(B), 129,973 by AM BV2014 and 322,063 by MPM LLC.
9. The shares are held as follows: 3,810,051 by BV 2014, 254,116 by BV 2014(B), 138,195 by AM BV2014 and 322,063 by MPM LLC.
10. Reflects a transaction with the Issuer prior to its Section 12 registration which occurred within 6 months of the post-registration transactions reported on this Form 4.
11. The shares were purchased as follows: 378,843 by BV 2014, 25,268 by BV 2014(B) and 13,741 by AM BV2014.
12. The stock option vests in three annual installments starting on December 19, 2019, until such time as the option is 100% vested, subject to the continuing service of the Reporting Person on each vesting date.
13. No securities held by the Reporting Person.
Remarks:
/s/ Luke Evnin by Winston Macaraeg, Attorney-in-Fact 02/14/2019
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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