Insider filing report for Changes in Beneficial Ownership
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The following is an SEC EDGAR document rendered as filed.
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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 *
Versant Venture Capital IV, L.P.
2. Issuer Name and Ticker or Trading Symbol
CRISPR Therapeutics AG [ CRSP]
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 SANSOME STREET, SUITE 3630
3. Date of Earliest Transaction (MM/DD/YY)
04/20/2018
(Street)
SAN FRANCISCO, CA94104
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 Shares 04/20/2018 J( 1 ) 497,053 D $ 0 2,238,979 I See footnote ( 2 )
Common Shares 04/20/2018 J( 3 ) 2,947 D $ 0 13,277 I See footnote ( 4 )
Common Shares 04/20/2018 J( 5 ) 92,918 A $ 0 92,918 I See footnote ( 6 )
Common Shares 04/20/2018 J( 7 ) 92,918 D $ 0 0 I See footnote ( 6 )
Common Shares 04/23/2018 S( 8 ) 89,628 D $ 50.66 ( 9 ) 1,539,576 I See footnote ( 10 )
Common Shares 04/23/2018 S( 11 ) 2,630 D $ 51 ( 9 ) 45,171 I See footnote ( 12 )
Common Shares 04/23/2018 S( 13 ) 2,915 D $ 51 ( 9 ) 50,072 I See footnote ( 14 )
Common Shares 04/23/2018 S( 15 ) 6,821 D $ 50.66 ( 9 ) 117,173 I See footnote ( 16 )
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
Versant Venture Capital IV, L.P.
ONE SANSOME STREET, SUITE 3630
SAN FRANCISCO, CA94104
X
Versant Side Fund IV, L.P.
ONE SANSOME STREET, SUITE 3630
SAN FRANCISCO, CA94104
X
Versant Ventures IV, LLC
ONE SANSOME STREET, SUITE 3630
SAN FRANCISCO, CA94104
X
Versant Venture Capital V, L.P.
ONE SANSOME STREET, SUITE 3630
SAN FRANCISCO, CA94104
X
Versant Affiliates Fund V, L.P.
ONE SANSOME STREET, SUITE 3630
SAN FRANCISCO, CA94104
X
Versant Ophthalmic Affiliates I, L.P.
ONE SANSOME STREET, SUITE 3630
SAN FRANCISCO, CA94104
X
Versant Venture Capital V (Canada), LP
ONE SANSOME STREET, SUITE 3630
SAN FRANCISCO, CA94104
X
Signatures
/s/ Robin L. Praeger, attorney-in-fact 04/24/2018
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Versant Venture Capital IV, L.P. ("VVC IV") without consideration to its partners.
( 2 )These securities are held of record by VVC IV. Versant Ventures IV, LLC ("VV IV") is the sole general partner of VVC IV and may be deemed to have voting and investment power over the securities held by VVC IV and as a result may be deemed to have beneficial ownership over such securities, however, VV IV disclaims beneficial ownership of the securities held by VVC IV, except to the extent of its pecuniary interest therein.
( 3 )Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Versant Side Fund IV, L.P. ("VSF IV") without consideration to its partners.
( 4 )These securities are held of record by VSF IV. VV IV is the sole general partner of VSF IV and may be deemed to have voting and investment power over the securities held by VSF IV and as a result may be deemed to have beneficial ownership over such securities, however, VV IV disclaims beneficial ownership of the securities held by VSF IV, except to the extent of its pecuniary interest therein.
( 5 )Represents a change in the form of ownership of VV IV by virtue of the receipt of shares in the pro-rata in-kind distribution of Common Stock of the Issuer for no consideration by VVC IV and VSF IV.
( 6 )The shares are held by VV IV.
( 7 )Represents a pro-rata in-kind distribution of Common Stock of the Issuer by VV IV without consideration to its members.
( 8 )The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Versant Venture Capital V, L.P. ("VVC V").
( 9 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $50.00 to $54.00 per share, inclusive. The reporting person undertakes to provide to CRISPR Therapeutics AG, any security holder of CRISPR Therapeutics AG, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth herein.
( 10 )These securities are held of record by VVC V. Versant Ventures V, LLC ("VV V") is the sole general partner of VVC V and may be deemed to have voting and investment power over the securities held by VVC V and as a result may be deemed to have beneficial ownership over such securities, however, VV V disclaims beneficial ownership of the securities held by VVC V, except to the extent of its pecuniary interest therein.
( 11 )The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Versant Affiliates Fund V, L.P. ("VAF V").
( 12 )These securities are held of record by VAF V. VV V is the sole general partner of VAF V and may be deemed to have voting and investment power over the securities held by VAF V and as a result may be deemed to have beneficial ownership over such securities, however, VV V disclaims beneficial ownership of the securities held by VAF V, except to the extent of its pecuniary interest therein.
( 13 )The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Versant Ophthalmic Affiliates Fund I, L.P. ("VOA").
( 14 )These securities are held of record by VOA. VV V is the sole general partner of VOA and may be deemed to have voting and investment power over the securities held by VOA and as a result may be deemed to have beneficial ownership over such securities, however, VV V disclaims beneficial ownership of the securities held by VOA, except to the extent of its pecuniary interest therein.
( 15 )The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Versant Venture Capital V (Canada), L.P.("VVC CAN").
( 16 )These securities are held of record by VVC CAN. Versant Ventures V GP-GP (Canada), Inc. ("VV V CAN GP") is the sole general partner of Versant Ventures V (Canada), L.P. ("VV V CAN") and VV V CAN is the sole general partner of VVC CAN. VV V CAN GP and VV V CAN may be deemed to have voting and investment power over the securities held by VVC CAN and as a result may be deemed to have beneficial ownership over such securities, however, VV V CAN GP and VV V CAN each disclaim beneficial ownership of the securities held by VVC CAN, except to the extent of their pecuniary interests therein.

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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