Sec Form 4 Filing - Ozawa Clare @ Oyster Point Pharma, Inc. - 2021-02-17

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
Ozawa Clare
2. Issuer Name and Ticker or Trading Symbol
Oyster Point Pharma, Inc. [ OYST]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O OYSTER POINT PHARMA, INC., 202 CARNEGIE CENTER, SUITE 109
3. Date of Earliest Transaction (MM/DD/YY)
02/17/2021
(Street)
PRINCETON, NJ08540
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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 02/17/2021 J( 1 ) 325,000 D $ 0 2,236,888 I See Footnotes ( 2 )
Common Stock 02/17/2021 J( 3 ) 6,500 A $ 0 6,500 I See Footnotes ( 4 )
Common Stock 02/17/2021 J( 5 ) 6,500 D $ 0 0 I See Footnotes ( 4 )
Common Stock 02/17/2021 J( 6 ) 5,607 A $ 0 5,607 I See Footnotes ( 7 )
Common Stock 02/17/2021 J( 8 ) 5,607 D $ 0 0 I See Footnotes ( 7 )
Common Stock 02/17/2021 J( 9 ) 372 A $ 0 6,972 D
Common Stock 2,002,298 I See Footnotes ( 10 )
Common Stock 12,438 I See Footnotes ( 11 )
Common Stock 1,003,658 I See Footnotes ( 12 )
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
Ozawa Clare
C/O OYSTER POINT PHARMA, INC.
202 CARNEGIE CENTER, SUITE 109
PRINCETON, NJ08540
X X
Signatures
/s/ Robin L. Praeger, Attorney-in-Fact for Clare Ozawa 02/19/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Venture Capital VI, L.P. ("Versant VI") to its partners pursuant to a Rule 10b5-1 trading plan.
( 2 )Shares held by Versant VI. Versant Ventures VI GP-GP, LLC ("Versant Ventures VI GP-GP") is the sole general partner of Versant Ventures VI GP, L.P. ("Versant Ventures VI GP") and Versant Ventures VI GP is the sole general partner of Versant VI. The Reporting Person, a member of the Issuer's board of directors, is a managing member of Versant Ventures VI GP-GP and may be deemed to share voting and dispositive power over the shares held by Versant VI. Each of Versant Ventures VI GP-GP, Versant Ventures VI GP and the Reporting Person disclaims beneficial ownership of the shares held by Versant VI, except to the extent of their respective pecuniary interests therein.
( 3 )Represents a change in the form of ownership of Versant Ventures VI GP by virtue of the receipt of shares in the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant VI.
( 4 )Shares held by Versant Ventures VI GP. Versant Ventures VI GP-GP is the sole general partner of Versant Ventures VI GP. The Reporting Person, a member of the Issuer's board of directors, is a managing member of Versant Ventures VI GP-GP and may be deemed to share voting and dispositive power over the shares held by Versant Ventures VI GP. Each of Versant Ventures VI GP-GP and the Reporting Person disclaims beneficial ownership of the shares held by Versant Ventures VI GP, except to the extent of their respective pecuniary interests therein.
( 5 )Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Ventures VI GP, to its partners.
( 6 )Represents a change in the form of ownership of Versant Ventures VI GP-GP by virtue of the receipt of shares in the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant Ventures VI GP.
( 7 )Shares held by Versant Ventures VI GP-GP. The Reporting Person, a member of the Issuer's board of directors, is a managing member of Versant Ventures VI GP-GP and may be deemed to share voting and dispositive power over the shares held by Versant Ventures VI GP-GP; however, she disclaims beneficial ownership of such securities, except to the extent of her pecuniary interest therein.
( 8 )Represents a pro-rata distribution, and not a purchase or sale, without additional consideration by Versant Ventures VI GP-GP, to its members.
( 9 )Represents a change in the form of ownership of the Reporting Person by virtue of the receipt of shares as a result of the pro-rata in-kind distribution of common stock of the Issuer for no consideration by Versant Ventures VI GP-GP.
( 10 )Shares held by Versant Venture Capital IV, L.P. ("Versant IV"). Versant Ventures IV, LLC ("Versant Ventures IV") is the sole general partner of Versant IV. William J. Link, a member of the Issuer's board of directors, is a managing member of Versant Ventures IV and may be deemed to share voting and dispositive power over the shares held by Versant IV. Each of Versant Ventures IV and William J. Link disclaims beneficial ownership of the shares held by Versant IV, except to the extent of their respective pecuniary interests therein. William J. Link is a director of the Issuer and, accordingly, files separate Section 16 reports.
( 11 )Shares held by Versant Side Fund IV, L.P. ("Versant Side Fund IV"). Versant Ventures IV is the sole general partner of Versant Side Fund IV. William J. Link, a member of the Issuer's board of directors, is a managing member of Versant Ventures IV and may be deemed to share voting and dispositive power over the shares held by Versant Side Fund IV. Each of Versant Ventures IV and William J. Link disclaims beneficial ownership of the shares held by Versant Side Fund IV, except to the extent of their respective pecuniary interests therein. William J. Link is a director of the Issuer and, accordingly, files separate Section 16 reports.
( 12 )Shares held by Versant Vantage I, L.P. ("Versant Vantage"). Versant Vantage I GP-GP, LLC ("Versant Vantage I GP-GP") is the sole general partner of Versant Vantage I GP, L.P. ("Versant Vantage I GP") and Versant Vantage I GP is the sole general Partner of Versant Vantage. The Reporting Person, a member of the Issuer's board of directors, is a managing member of Versant Vantage I GP-GP and may be deemed to share voting and dispositive power over the shares held by Versant Vantage. Each of Versant Vantage I GP-GP, Versant Vantage I GP, and the Reporting Person disclaims beneficial ownership of the shares held by Versant Vantage, except to the extent of their respective 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).

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