Sec Form 4 Filing - HealthCare Ventures IX, L.P. @ LEAP THERAPEUTICS, INC. - 2018-07-30

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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
HealthCare Ventures IX, L.P.
2. Issuer Name and Ticker or Trading Symbol
LEAP THERAPEUTICS, INC. [ LPTX]
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)
C/O LEAP THERAPEUTICS, INC., 47 THORNDIKE STREET SUITE B1-1
3. Date of Earliest Transaction (MM/DD/YY)
07/30/2018
(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
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
Warrant (Right to Buy) $ 6.085 07/30/2018 J( 1 ) 1,057,769 11/14/2017 11/14/2024 Common Stock 1,057,769 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HealthCare Ventures IX, L.P.
C/O LEAP THERAPEUTICS, INC.
47 THORNDIKE STREET SUITE B1-1
CAMBRIDGE, MA02141
X
Healthcare Partners IX, L.P.
C/O LEAP THERAPEUTICS, INC.
47 THORNDIKE STREET SUITE B1-1
CAMBRIDGE, MA02141
X
Healthcare Partners IX, LLC
C/O LEAP THERAPEUTICS, INC.
47 THORNDIKE STREET SUITE B1-1
CAMBRIDGE, MA02141
X
Signatures
/s/ Jeffrey Steinberg as Administrative Officer of HealthCare Partners IX, LLC, General Partner of HealthCare Partners IX, LP., General Partner of HealthCare Ventures IX, L.P. 08/01/2018
Signature of Reporting Person Date
/s/ Jeffrey Steinberg as Administrative Officer of HealthCare Partners IX, LLC, General Partner of HealthCare Partners IX, LP 08/01/2018
Signature of Reporting Person Date
/s/ Jeffrey Steinberg as Administrative Officer of HealthCare Partners IX, LLC 08/01/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )HealthCare Ventures IX, L.P. ("HCV IX") distributed these warrants to its limited partners on a pro rata basis, for no consideration. In the distribution, Eli Lilly and Company, a 5% or greater stockholder of the Company and limited partner of HCV IX, received a warrant to purchase 331,221 shares of common stock. No shares of outstanding common stock were distributed. HCV IX continues to hold 3,573,376 shares of common stock, which represents 24.3% of the outstanding common stock.

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).
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