Statement of Changes in Beneficial Ownership (4)
26 June 2021 - 9:09AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
OrbiMed Israel GP Ltd. |
2. Issuer Name and Ticker or Trading Symbol
9 METERS BIOPHARMA, INC.
[
NMTR
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5. 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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(Last)
(First)
(Middle)
601 LEXINGTON AVENUE, 54TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/23/2021 |
(Street)
NEW YORK, NY 10022-4629
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 6/23/2021 | | S | | 841650 | D | $1.36 | 24875105 | I | See Footnotes (1)(3) |
Common Stock | 6/24/2021 | | S | | 319255 | D | $1.38 | 24555850 | I | See Footnotes (1)(3) |
Common Stock | 6/25/2021 | | S | | 15989876 | D | $1.21 | 8565974 | I | See Footnotes (1)(3) |
Common Stock | | | | | | | | 31944 | I | See Footnotes (2)(3) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Explanation of Responses: |
(1) | These shares of the Issuer's common stock are held of record by OrbiMed Israel Partners Limited Partnership ("OIP"). OrbiMed Israel BioFund GP Limited Partnership ("OrbiMed BioFund") is the general partner of OIP, and OrbiMed Israel GP Ltd. ("OrbiMed Israel GP") is the general partner of OrbiMed BioFund. |
(2) | These shares of the Issuer's common stock are held of record by Nissim Darvish ("Darvish"). Pursuant to an agreement with OrbiMed BioFund and OrbiMed Israel GP, Darvish is obligated to transfer these securities, or the economic benefit thereof, to OrbiMed BioFund and OrbiMed Israel GP, which will in turn ensure that such securities or economic benefits are provided to OIP. |
(3) | This report is being jointly filed by OrbiMed BioFund and OrbiMed Israel GP. Each of the Reporting Persons and Darvish disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Exchange Act, except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any such person or entity, including the Reporting Persons, is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
OrbiMed Israel GP Ltd. 601 LEXINGTON AVENUE, 54TH FLOOR NEW YORK, NY 10022-4629 |
| X |
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OrbiMed Israel BioFund GP Limited Partnership 601 LEXINGTON AVENUE, 54TH FLOOR NEW YORK, NY 1022-4629 |
| X |
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Signatures
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OrbiMed Israel GP Ltd., By: /s/ Douglas Coon, Chief Compliance Officer | | 6/25/2021 |
**Signature of Reporting Person | Date |
OrbiMed Israel BioFund GP Limited, By: /s/ Douglas Coon, Chief Compliance Officer | | 6/25/2021 |
**Signature of Reporting Person | Date |
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