Sec Form 4 Filing - LAMPERT MARK N @ Cascadian Therapeutics, Inc. - 2016-06-23

Insider filing report for Changes in Beneficial Ownership
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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
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1. Name and Address of Reporting Person
LAMPERT MARK N
2. Issuer Name and Ticker or Trading Symbol
Cascadian Therapeutics, Inc. [ ONTY]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
1 SANSOME ST, 30TH FL
3. Date of Earliest Transaction (MM/DD/YY)
06/23/2016
(Street)
SAN FRANCISCO, CA94104
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 ( 1 ) 4,748,420 D ( 2 )
Common Stock ( 1 ) 3,043,027 D ( 3 )
Common Stock ( 1 ) 742,489 D ( 4 )
Common Stock ( 1 ) 10,265,432 I ( 5 ) Please see footnote ( 5 )
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
Series D Convertible Preferred Stock $ 0.8 ( 9 ) 06/23/2016 A 5,505 ( 7 ) ( 7 ) Common Stock 5,505,000 $ 800 5,505 D ( 2 )
Series D Convertible Preferred Stock $ 0.8 ( 9 ) 06/23/2016 A 4,519 ( 7 ) ( 7 ) Common Stock 4,519,000 $ 800 4,519 D ( 3 )
Series D Convertible Preferred Stock $ 0.8 ( 9 ) 06/23/2016 A 1,029 ( 7 ) ( 7 ) Common Stock 1,029,000 $ 800 1,029 D ( 4 )
Series D Convertible Preferred Stock $ 0.8 ( 9 ) 06/23/2016 A 6,197 ( 7 ) ( 7 ) Common Stock 6,197,000 $ 800 6,197 I ( 5 ) Please see footnote ( 5 )
Warrants $ 5 ( 6 ) ( 6 ) ( 6 ) Common Stock 2,288,698 2,288,698 D ( 2 )
Warrants $ 5 ( 6 ) ( 6 ) ( 6 ) Common Stock 1,223,484 1,223,484 D ( 3 )
Warrants $ 5 ( 6 ) ( 6 ) ( 6 ) Common Stock 1,487,818 1,487,818 I ( 5 ) Please see footnote ( 5 )
Series C Convertible Preferred Stock $ 1.48 ( 9 ) ( 7 ) ( 7 ) Common Stock 3,040,000 3,040 D ( 2 )
Series C Convertible Preferred Stock $ 1.48 ( 9 ) ( 7 ) ( 7 ) Common Stock 1,640,000 1,640 D ( 3 )
Series C Convertible Preferred Stock $ 1.48 ( 9 ) ( 7 ) ( 7 ) Common Stock 1,240,000 1,240 D ( 4 )
Series C Convertible Preferred Stock $ 1.48 ( 9 ) ( 7 ) ( 7 ) Common Stock 1,580,000 1,580 I ( 5 ) Please see footnote ( 5 )
Series B Convertible Preferred Stock $ 1.5 ( 9 ) ( 8 ) ( 8 ) Common Stock 2,600,000 2,600 D ( 2 )
Series B Convertible Preferred Stock $ 1.5 ( 9 ) ( 8 ) ( 8 ) Common Stock 1,400,000 1,400 D ( 3 )
Series B Convertible Preferred Stock $ 1.5 ( 9 ) ( 8 ) ( 8 ) Common Stock 1,333,000 1,333 I ( 5 ) Please see footnote ( 5 )
Series A Convertible Preferred Stock $ 2 ( 9 ) ( 8 ) ( 8 ) Common Stock 1,157,000 1,157 D ( 2 )
Series A Convertible Preferred Stock $ 2 ( 9 ) ( 8 ) ( 8 ) Common Stock 598,000 598 D ( 3 )
Series A Convertible Preferred Stock $ 2 ( 9 ) ( 8 ) ( 8 ) Common Stock 322,000 322 D ( 4 )
Series A Convertible Preferred Stock $ 2 ( 9 ) ( 8 ) ( 8 ) Common Stock 423,000 423 I ( 5 ) Please see footnote ( 5 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
LAMPERT MARK N
1 SANSOME ST
30TH FL
SAN FRANCISCO, CA94104
X X
BVF PARTNERS L P/IL
1 SANSOME ST
30TH FL
SAN FRANCISCO, CA94104
X
BIOTECHNOLOGY VALUE FUND L P
1 SANSOME ST
30TH FL
SAN FRANCISCO, CA94104
X
BIOTECHNOLOGY VALUE FUND II LP
1 SANSOME ST
30TH FL
SAN FRANCISCO, CA94104
X
Biotechnology Value Trading Fund OS LP
P.O. BOX 309 UGLAND HOUSE
GRAND CAYMAN, E9KY1-1104
X
BVF Partners OS Ltd.
P.O. BOX 309 UGLAND HOUSE
GRAND CAYMAN, E9KY1-1104
X
BVF INC/IL
1 SANSOME ST
30TH FL
SAN FRANCISCO, CA94104
X
Signatures
/s/ Mark N. Lampert 06/27/2016
Signature of Reporting Person Date
BVF Partners L.P., By: BVF Inc., its general partner, By: /s/ Mark N. Lampert, President 06/27/2016
Signature of Reporting Person Date
Biotechnology Value Fund, L.P., By: BVF Partners L.P., its general partner, By: BVF Inc., its general partner, By: /s/ Mark N. Lampert, President 06/27/2016
Signature of Reporting Person Date
Biotechnology Value Fund II, L.P., By: BVF Partners L.P., its general partner, By: BVF Inc., its general partner, By: /s/ Mark N. Lampert, President 06/27/2016
Signature of Reporting Person Date
BVF Partners OS Ltd., By: BVF Partners L.P., its sole member, By: BVF Inc., its general partner, By: /s/ Mark N. Lampert, President 06/27/2016
Signature of Reporting Person Date
Biotechnology Value Trading Fund OS LP, By: BVF Partners L.P., its investment manager, BVF Inc., its general partner, By: /s/ Mark N. Lampert, President 06/27/2016
Signature of Reporting Person Date
BVF Inc., By: /s/ Mark N. Lampert, President 06/27/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This Form 4 is filed jointly by Biotechnology Value Fund, L.P. ("BVF"), Biotechnology Value Fund II, L.P. ("BVF2"), Biotechnology Value Trading Fund OS LP ("Trading Fund OS"), BVF Partners OS Ltd. ("Partners OS"), BVF Partners L.P. ("Partners"), BVF Inc. and Mark N. Lampert (collectively, the "Reporting Persons"). Each of the Reporting Persons is a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
( 2 )Securities owned directly by BVF. As the general partner of BVF, Partners may be deemed to beneficially own the securities owned directly by BVF. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by BVF. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by BVF.
( 3 )Securities owned directly by BVF2. As the general partner of BVF2, Partners may be deemed to beneficially own the securities owned directly by BVF2. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by BVF2. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by BVF2.
( 4 )Securities owned directly by Trading Fund OS. As the general partner of Trading Fund OS, Partners OS may be deemed to beneficially own the securities owned directly by Trading Fund OS. As the investment manager of Trading Fund OS and the sole member of Partners OS, Partners may be deemed to beneficially own the securities owned directly by Trading Fund OS. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by Trading Fund OS. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by Trading Fund OS.
( 5 )Securities held in certain Partners managed accounts (the "Partners Managed Accounts"). Partners, as the investment manager of the Partners Managed Accounts may be deemed to beneficially own the securities held by the Partners Managed Accounts.
( 6 )The Warrants are currently exercisable, for $5.00 per share, subject to adjustment pursuant to the terms of the Warrants and expire on December 5, 2018. The Warrants may not be exercised if, after such exercise, the Reporting Persons would beneficially own, as determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended ("Section 13(d)"), more than 9.999% of the shares of Common Stock outstanding immediately after giving effect to such exercise, subject to increase or decrease to the ownership limitation as set forth in the Warrants, but in no event in excess of 19.999% of the Shares outstanding.
( 7 )The Series D Convertible Preferred Stock may not be converted if, after such conversion, the Reporting Persons would beneficially own, as determined in accordance with Section 13(d), more than 19.99% of the Shares outstanding immediately after giving effect to such conversion. The Series C Convertible Preferred Stock may not be converted if, after such conversion, the Reporting Persons would beneficially own, as determined in accordance with Section 13(d), more than 9.99% of the Shares outstanding immediately after giving effect to such conversion. Neither the Series D Convertible Preferred Stock or Series C Convertible Preferred Stock has an expiration date.
( 8 )The Series B Convertible Preferred Stock may not be converted if, after such conversion, the Reporting Persons would beneficially own, as determined in accordance with Section 13(d), more than 4.99% of the Shares outstanding immediately after giving effect to such conversion. The Series A Convertible Preferred Stock may not be converted if, after such conversion, the Reporting Persons would beneficially own, as determined in accordance with Section 13(d), more than 4.99% of the Shares outstanding immediately after giving effect to such conversion. Neither the Series B Convertible Preferred Stock or Series A Convertible Preferred Stock has an expiration date.
( 9 )$.80, subject to adjustment pursuant to the terms of the Series D Convertible Preferred Stock. $1.48, subject to adjustment pursuant to the terms of the Series C Convertible Preferred Stock. $1.50, subject to adjustment pursuant to the terms of the Series B Convertible Preferred Stock. $2.00, subject to adjustment pursuant to the terms of the Series A Convertible Preferred Stock.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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