Sec Form 4 Filing - HEALTHCARE VENTURES VII LP @ GLOBEIMMUNE INC - 2016-02-17

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
HEALTHCARE VENTURES VII LP
2. Issuer Name and Ticker or Trading Symbol
GLOBEIMMUNE INC [ GBIM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
Former 10% Owner
(Last) (First) (Middle)
47 THORNDIKE STREET, SUITE B1-1
3. Date of Earliest Transaction (MM/DD/YY)
02/17/2016
(Street)
CAMBRIDGE, MA02141
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 02/17/2016 S 5,000 D $ 1.53 ( 1 ) 564,267 I By Partnership ( 2 )
Common Stock 02/18/2016 S 5,000 D $ 1.4 ( 3 ) 559,267 I By Partnership ( 2 )
Common Stock 02/19/2016 S 5,000 D $ 1.39 ( 4 ) 554,267 I By Partnership ( 2 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HEALTHCARE VENTURES VII LP
47 THORNDIKE STREET
SUITE B1-1
CAMBRIDGE, MA02141
Former 10% Owner
CAVANAUGH JAMES H
C/O HEALTHCARE VENTURES LLC
47 THORNDIKE STREET, SUITE B1-1
CAMBRIDGE, MA02141
Former 10% Owner
HealthCare Partners VII, L.P.
47 THORNDIKE STREET
SUITE B1-1
CAMBRIDGE, MA02141
Former 10% Owner
LAWLOR AUGUSTINE
C/O HEALTHCARE VENTURES LLC
47 THORNDIKE STREET, SUITE B1-1
CAMBRIDGE, MA02141
X Former 10% Owner
LITTLECHILD JOHN W
C/O HEALTHCARE VENTURES LLC
47 THORNDIKE STREET, SUITE B1-1
CAMBRIDGE, MA02141
Former 10% Owner
Mirabelli Christopher
C/O HEALTHCARE VENTURES LLC
47 THORNDIKE STREET, SUITE B1-1
CAMBRIDGE, MA02141
Former 10% Owner
WERNER HAROLD R
C/O HEALTHCARE VENTURES LLC
47 THORNDIKE STREET, SUITE B1-1
CAMBRIDGE, MA02141
Former 10% Owner
Signatures
/s/ Jeffrey B. Steinberg, Administrative Partner of HealthCare Partners VII, L.P., the GP of HealthCare Ventures VII, L.P. 02/19/2016
Signature of Reporting Person Date
Jeffrey B. Steinberg, Attorney-in-Fact for James Cavanaugh 02/19/2016
Signature of Reporting Person Date
Jeffrey B. Steinberg, Administrative Partner of HealthCare Partners VII, L.P. 02/19/2016
Signature of Reporting Person Date
Jeffrey B. Steinberg, Attorney-in-Fact for Augustine Lawlor 02/19/2016
Signature of Reporting Person Date
Jeffrey B. Steinberg, Attorney-in-Fact for John Littlechild 02/19/2016
Signature of Reporting Person Date
Jeffrey B. Steinberg, Attorney-in-Fact for Christopher Mirabelli 02/19/2016
Signature of Reporting Person Date
Jeffrey B. Steinberg, Attorney-in-fact for Harold Werner 02/19/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.48 - $1.56, inclusive. The Reporting Persons undertake 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 price within the ranges set forth in this footnote (1) to this Form 4.
( 2 )These securities are held of record by HealthCare Ventures VII, L.P. ("HCVVII"). HealthCare Partners VII, L.P. ("HCPVII") is the General Partner of HCVVII. Each of James Cavanaugh, Christopher Mirabelli, Harold Werner, John Littlechild and Augustine Lawlor are general partners of HCPVII and exercise shared voting and investment power with respect to the shares owned by HCVVII. Each of the reporting persons disclaims beneficial ownership of such securities, except to the extent of their proportionate pecuniary interest therein. In addition, Mr. Lawlor is a member of the Board of Directors of the Issuer.
( 3 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.40 - $1.44, inclusive. The Reporting Persons undertake 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 price within the ranges set forth in this footnote (3) to this Form 4.
( 4 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.35 - $1.42, inclusive. The Reporting Persons undertake 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 price within the ranges set forth in this footnote (4) to this Form 4.

Remarks:
As of the date of event requiring this filing, the Reporting Persons are no longer 10% owners of the equity securities of the Issuer and, accordingly, except as noted in the next sentence, the Reporting Persons are no longer subject to Section 16 reporting in connection with their transactions in the equity securities of the Issuer. Mr. Lawlor is a director of the Issuer and in that capacity continues to have a filing obligation under Section 16.

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.