Sec Form 4 Filing - Chiesi Ventures, Inc. @ Kezar Life Sciences, Inc. - 2018-06-25

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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
Chiesi Ventures, Inc.
2. Issuer Name and Ticker or Trading Symbol
Kezar Life Sciences, Inc. [ KZR]
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)
P.O. BOX 110287
3. Date of Earliest Transaction (MM/DD/YY)
06/25/2018
(Street)
RESEARCH TRIANGLE PARK, NC27709
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, par value $0.001 per share 06/25/2018 C 314,819 A 314,819 I See footnote ( 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
Series B Preferred Stock, par value $0.001 per share ( 1 ) 06/25/2018 C 314,819 ( 1 ) ( 1 ) Common Stock 314,819 $ 0 0 I See footnote ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Chiesi Ventures, Inc.
P.O. BOX 110287
RESEARCH TRIANGLE PARK, NC27709
X
Chiesi Ventures, LP
P.O. BOX 110287
RESEARCH TRIANGLE PARK, NC27709
X
Chiesi Giacomo
P.O. BOX 110287
RESEARCH TRIANGLE PARK, NC27709
X
Signatures
/s/ Amanda Keister, attorney-in-fact for Chiesi Ventures, LP 06/26/2018
Signature of Reporting Person Date
/s/ Amanda Keister, attorney-in-fact for Chiesi Ventures, Inc. 06/26/2018
Signature of Reporting Person Date
/s/ Amanda Keister, attorney-in-fact for Giacomo Chiesi 06/26/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The Series B Preferred Stock, par value $0.001 per share, converted into Common Stock, par value $0.001 per share, on a one-for-one basis and had no expiration date.
( 2 )These shares are held of record by Chiesi Ventures, LP ("Chiesi Ventures"). Chiesi Ventures, Inc. ("Chiesi") is the general partner of Chiesi Ventures, and Mr. Giacomo Chiesi is President of, and may be deemed to have control of, Chiesi. By virtue of their respectively relationships with Chiesi Ventures, each of Chiesi and Mr. Chiesi may be deemed to indirectly beneficially own the shares of which Chiesi Ventures is the record owner. Each of Chiesi and Mr. Chiesi disclaims beneficial ownership of the shares reported herein, except to the extent of its or his respective pecuniary interests therein. This report shall not be deemed an admission that such reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purpose.

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).

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