Sec Form 4 Filing - SVLSF V, LLC @ CATABASIS PHARMACEUTICALS INC - 2015-06-30

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
SVLSF V, LLC
2. Issuer Name and Ticker or Trading Symbol
CATABASIS PHARMACEUTICALS INC [ CATB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
ONE BOSTON PLACE, 201 WASHINGTON STREET SUITE 3900
3. Date of Earliest Transaction (MM/DD/YY)
06/30/2015
(Street)
BOSTON, MA02108
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 06/30/2015 C 1,651,223 A 1,651,223 I See Footnotes ( 2 ) ( 4 )
Common Stock 06/30/2015 C 34,893 A 34,893 I See Footnotes ( 3 ) ( 4 )
Common Stock 06/30/2015 C 764,309 A 2,415,532 I See Footnotes ( 2 ) ( 4 )
Common Stock 06/30/2015 C 16,152 A 51,045 I See Footnotes ( 3 ) ( 4 )
Common Stock 06/30/2015 P 382,996 A $ 12 2,798,528 I See Footnotes ( 2 ) ( 4 )
Common Stock 06/30/2015 P 8,094 A $ 12 59,139 I See Footnotes ( 3 ) ( 4 )
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 A Preferred Stock ( 1 ) 06/30/2015 C 21,218,253 ( 1 ) ( 1 ) Common Stock 1,651,223 $ 0 0 I See Footnotes ( 2 ) ( 4 )
Series A Preferred Stock ( 1 ) 06/30/2015 C 448,414 ( 1 ) ( 1 ) Common Stock 34,893 $ 0 0 I See Footnotes ( 3 ) ( 4 )
Series B Preferred Stock ( 1 ) 06/30/2015 C 9,821,385 ( 1 ) ( 1 ) Common Stock 764,309 $ 0 0 I See Footnotes ( 2 ) ( 4 )
Series B Preferred Stock ( 1 ) 06/30/2015 C 207,558 ( 1 ) ( 1 ) Common Stock 16,152 $ 0 0 I See Footnotes ( 3 ) ( 4 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SVLSF V, LLC
ONE BOSTON PLACE
201 WASHINGTON STREET SUITE 3900
BOSTON, MA02108
X
SV Life Sciences Fund V (GP), LP
ONE BOSTON PLACE
201 WASHINGTON STREET SUITE 3900
BOSTON, MA02108
X
SV LIFE SCIENCES FUND V LP
ONE BOSTON PLACE
201 WASHINGTON STREET SUITE 3900
BOSTON, MA02108
X
SV Life Sciences Fund V Strategic Partners, L.P.
ONE BOSTON PLACE
201 WASHINGTON STREET SUITE 3900
BOSTON, MA02108
X
Signatures
By:/s/ Denise Marks, Member of SVLSF V, LLC 06/30/2015
Signature of Reporting Person Date
By:/s/ Denise Marks, Member of SVLSF V, LLC, general partner of SV Life Sciences Fund V (GP), L.P. 06/30/2015
Signature of Reporting Person Date
By:/s/ Denise Marks, Member of SVLSF V, LLC, general partner of SV Life Sciences Fund V (GP), L.P., general partner of SV Life Sciences Fund V, L.P. 06/30/2015
Signature of Reporting Person Date
By:/s/ Denise Marks, Member of SVLSF V, LLC, general partner of SV Life Sciences Fund V (GP), L.P., general partner of SV Life Sciences Fund V Strategic Partners, L.P. 06/30/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The Series A and Series B Preferred Stock converted into Common Stock on a 1-for-12.85 basis upon the closing of the Issuer's initial public offering without payment of consideration. The Series A and B Preferred Stock were convertible at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The shares had no expiration date.
( 2 )These shares are owned directly by SV Life Sciences Fund V, L.P. ("SVLS V LP"). SV Life Sciences Fund V (GP), LP ("SVLS V GP") is the general partner of SVLS V LP. The general partner of SVLS V GP is SVLSF V, LLC. The members of the investment committee of SVLSF V, LLC are Kate Bingham, James Garvey, Eugene D. Hill, III, David Milne and Michael Ross. SVLS V GP, SVLSF V, LLC and each of the individuals comprising the SVLSF V, LLC investment committee may be deemed to share voting, dispositive and investment power over the shares he ld of record by SVLS V LP and SVLS V SPP. Each of SVLS V GP, SVLSF V, LLC and the individual members of the SVLSF V, LLC investment committee disclaim beneficial ownership of the shares owned directly by SVLS V LP except to the extent of any pecuniary interest therein.
( 3 )These shares are owned directly by SV Life Sciences Fund V Strategic Partners, L.P. ("SVLS V SPP"). SV Life Sciences Fund V (GP), LP ("SVLS V GP") is the general partner of SVLS V SPP. The general partner of SVLS V GP is SVLSF V, LLC. The members of the investment committee of SVLSF V, LLC are Kate Bingham, James Garvey, Eugene D. Hill, III, David Milne and Michael Ross. SVLS V GP, SVLSF V, LLC and each of the individuals comprising the SVLSF V, LLC investment committee may be deemed to share voting, dispositive and investment power over the shares held of record by SVLS V LP and SVLS V SPP. Each of SVLS V GP, SVLSF V, LLC and the individual members of the SVLSF V, LLC investment committee disclaim beneficial ownership of the shares owned directly by SVLS V SPP except to the extent of any pecuniary interest therein.
( 4 )SVLS V LP and SVLS V SPP (each a "Fund," or collectively the "Funds") may be deemed to beneficially own the shares held by each other Fund because of certain contractual relationships among the Funds and their affiliates. The Funds disclaim beneficial ownership of shares held by any other Fund except to the extent of any pecuniary interest therein.

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