Sec Form 4 Filing - ARCH Venture Partners VIII, LLC @ Sienna Biopharmaceuticals, Inc. - 2019-02-22

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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
ARCH Venture Partners VIII, LLC
2. Issuer Name and Ticker or Trading Symbol
Sienna Biopharmaceuticals, Inc. [ SNNA]
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)
8755 WEST HIGGINS ROAD, SUITE 1025
3. Date of Earliest Transaction (MM/DD/YY)
02/22/2019
(Street)
CHICAGO, IL60631
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 02/22/2019 P 150,000 A $ 2.5 2,900,575 I See footnote ( 1 ) ( 2 )
Common Stock 02/22/2019 P 150,000 A $ 2.5 1,032,493 I See footnote ( 1 ) ( 2 )
Common Stock 02/22/2019 P 1,865,800 A $ 2.5 1,865,800 I See footnote ( 1 ) ( 3 )
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
ARCH Venture Partners VIII, LLC
8755 WEST HIGGINS ROAD
SUITE 1025
CHICAGO, IL60631
X
ARCH Venture Fund VIII, L.P.
8755 WEST HIGGINS ROAD
SUITE 1025
CHICAGO, IL60631
X
ARCH Venture Fund VIII Overage, L.P.
8755 WEST HIGGINS ROAD
SUITE 1025
CHICAGO, IL60631
X
ARCH Venture Partners VIII, L.P.
8755 WEST HIGGINS ROAD
SUITE 1025
CHICAGO, IL60631
X
BYBEE CLINTON
8755 WEST HIGGINS ROAD
SUITE 1025
CHICAGO, IL60631
X
CRANDELL KEITH
8755 WEST HIGGINS ROAD
SUITE 1025
CHICAGO, IL60631
X
NELSEN ROBERT
8755 WEST HIGGINS ROAD
SUITE 1025
CHICAGO, IL60631
X
Signatures
/s/ Mark McDonnell, Attorney-in-Fact for Keith Crandell, Managing Director of ARCH Venture Partners VIII, LLC, General Partner of ARCH Venture Partners VII, L.P., General Partner of ARCH Venture Fund VIII, L.P. 02/26/2019
Signature of Reporting Person Date
/s/ Mark McDonnell, Attorney-in-Fact for Keith Crandell, Managing Director of ARCH Venture Partners VIII, LLC, General Partner of ARCH Venture Fund VIII Overage, L.P. 02/26/2019
Signature of Reporting Person Date
/s/ Mark McDonnell, Attorney-in-Fact for Keith Crandell, Managing Director of ARCH Venture Partners VIII, LLC, General Partner of ARCH Venture Partners VIII, L.P. 02/26/2019
Signature of Reporting Person Date
/s/ Mark McDonnell, Attorney-in-Fact for Keith Crandell, Managing Director of ARCH Venture Partners VIII, LLC 02/26/2019
Signature of Reporting Person Date
/s/ Mark McDonnell, Attorney-in-Fact for Clinton Bybee 02/26/2019
Signature of Reporting Person Date
/s/ Mark McDonnell, Attorney-in-Fact for Keith Crandell 02/26/2019
Signature of Reporting Person Date
/s/ Mark McDonnell, Attorney-in-Fact for Robert Nelsen 02/26/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Following the transactions reported herein, includes 1,032,493 shares of common stock held of record by ARCH Venture Fund VIII Overage, L.P. ("ARCH Fund Overage"), 2,900,575 shares of common stock held of record by ARCH Venture Fund VIII, L.P. ("ARCH Fund VIII"), and 1,865,800 shares of common stock held of record by ARCH Venture Fund X Overage, L.P. ("ARCH X Overage").
( 2 )The sole general partner of ARCH Fund VIII is ARCH Venture Partners VIII, L.P. ("ARCH Partners VIII"). The sole general partner of ARCH Partners VIII and ARCH Fund Overage is ARCH Venture Partners VIII, LLC ("ARCH VIII LLC"). ARCH Partners VIII may therefore be deemed to beneficially own the securities held by ARCH Fund VIII and ARCH VIII LLC may be deemed to beneficially own the securities held by ARCH Fund VIII and ARCH Fund Overage. ARCH Partners VIII and ARCH VIII LLC disclaim beneficial ownership of such securities, except to the extent of any pecuniary interest therein. The managing directors of ARCH VIII LLC are Keith L. Crandell, Clinton Bybee and Robert Nelsen, and they may be deemed to beneficially own the shares held by ARCH Fund VIII and ARCH Fund Overage. Messrs. Crandell, Bybee and Nelsen disclaim beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
( 3 )The sole general Partner of ARCH X Overage is ARCH Venture Partners X Overage, L.P. ("AVP X Over GP"). The sole general partner of AVP X Over GP is ARCH Venture Partners X, LLC ("AVP X LLC"). AVP X Over LP and AVP X LLC may therefore be deemed to beneficially own the securities held by ARCH X Overage. AVP X Over GP and AVP X LLC disclaim beneficial ownership of such securities, except to the extent of any pecuniary interest therein. Keith L. Crandell, Robert Nelsen and Steven Gillis are managing directors of AVP X LLC, and they may be deemed to beneficially own the shares held by ARCH X Overage. Messrs. Crandell, Nelsen and Gillis disclaim beneficial ownership of such shares, except to the extent of any pecuniary interest therein.

Remarks:
The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, ARCH Venture Fund X Overage, L.P., ARCH Venture Partners X Overage, L.P., ARCH Venture Partners X Overage, LLC and certain other affiliates of the Reporting Persons have filed a separate Form 4, in which the direct and indirect transactions of ARCH Venture Fund VIII Overage, L.P., ARCH Venture Fund VIII, L.P., ARCH Venture Partners VIII, L.P., ARCH Venture Partners VIII, LLC are also reported, in addition to being reported on this Form 4.

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