Sec Form 4 Filing - CDK ASSOCIATES, L.L.C. @ Strongbridge Biopharma plc - 2018-12-20

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
CDK ASSOCIATES, L.L.C.
2. Issuer Name and Ticker or Trading Symbol
Strongbridge Biopharma plc [ SBBP]
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 CAXTON CORPORATION, 731 ALEXANDER ROAD, BLDG. 2
3. Date of Earliest Transaction (MM/DD/YY)
12/20/2018
(Street)
PRINCETON, NJ08540
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
Ordinary Shares, $0.01 par value 12/20/2018 P 146,467 A $ 3.9967( 1 ) 6,441,296 D( 2 )
Ordinary Shares, $0.01 par value 12/21/2018 P 90,612 A $ 3.9508( 3 ) 6,531,908 D( 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
CDK ASSOCIATES, L.L.C.
C/O CAXTON CORPORATION
731 ALEXANDER ROAD, BLDG. 2
PRINCETON, NJ08540
X
CAXTON CORP
731 ALEXANDER ROAD
BUILDING 2
PRINCETON, NJ08540
X
Kovner Bruce
C/O CAXTON CORPORATION
731 ALEXANDER ROAD, BLDG. 2
PRINCETON, NJ08540
X
Signatures
CDK Associates, L.L.C., By: Caxton Corporation, its Manager,By: /s/ Heath Weisberg, General Counsel 12/21/2018
Signature of Reporting Person Date
Caxton Corporation, By: /s/ Heath Weisberg, General Counsel 12/21/2018
Signature of Reporting Person Date
By: /s/ Heath Weisberg, Attorney-in-Fact 12/21/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $3.85 to $4.22 per share, inclusive. The Reporting Persons undertake to provide to the staff of the Securities and Exchange Commission, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares purchased at each separate price.
( 2 )Following the transactions reported herein, these shares represent (a) 6,196,882 Ordinary Shares that are owned directly by CDK Associates, LLC, which is a reporting person, and may be deemed to be indirectly beneficially owned by (i) Caxton Corporation, the manager of CDK Associates, LLC, and (ii) Bruce Kovner, the chairman and sole shareholder of Caxton Corporation; and (b) 335,026 Ordinary Shares beneficially owned by employees of an affiliate of Caxton Corporation and may be deemed to be indirectly beneficially owned by (i) Caxton Corporation and (ii) Bruce Kovner, the chairman and sole shareholder of Caxton Corporation.
( 3 )The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $3.82 to $4.10 per share, inclusive. The Reporting Persons undertake to provide to the staff of the Securities and Exchange Commission, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares purchased at each separate price.Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

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