Sec Form 4 Filing - IDG-Accel China Growth Fund III L.P. @ CASI Pharmaceuticals, Inc. - 2018-03-21

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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
IDG-Accel China Growth Fund III L.P.
2. Issuer Name and Ticker or Trading Symbol
CASI Pharmaceuticals, Inc. [ CASI]
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)
UNIT 5505, THE CENTRE, 99 QUEEN'S ROAD CENTRAL
3. Date of Earliest Transaction (MM/DD/YY)
03/21/2018
(Street)
K3
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 03/21/2018 P 2,882,098 A $ 3.19 ( 3 ) 9,126,375 D ( 1 )
Common Stock 03/21/2018 P 204,320 A $ 3.19 ( 3 ) 646,995 I ( 2 ) See Explanation of Responses ( 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
Warrant $ 3.69 03/21/2018 P 1,152,839 09/17/2018 03/21/2023 Common Stock 1,152,839 $ 0.125 ( 3 ) 1,152,839 D ( 1 )
Warrant $ 3.69 03/21/2018 P 1,152,839 09/17/2018 03/21/2023 Common Stock 81,728 $ 0.125 ( 3 ) 81,728 I ( 2 ) See Explanation of Responses ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
IDG-Accel China Growth Fund III L.P.
UNIT 5505, THE CENTRE
99 QUEEN'S ROAD CENTRAL
K3
X
IDG-Accel China III Investors L.P.
UNIT 5505, THE CENTRE
99 QUEEN'S ROAD CENTRAL
K3
X
IDG-Accel China Growth Fund III Associates L.P.
UNIT 5505, THE CENTRE
99 QUEEN'S ROAD CENTRAL
K3
X
IDG-Accel China Growth Fund GP III Associates Ltd.
UNIT 5505, THE CENTRE
99 QUEEN'S ROAD CENTRAL
K3
X
Ho Chi Sing
UNIT 5505, THE CENTRE
99 QUEEN'S ROAD CENTRAL
K3
X
Zhou Quan
UNIT 5505, THE CENTRE
99 QUEEN'S ROAD CENTRAL
K3
X X
Signatures
/s/ Chi Sing Ho, Director of IDG-Accel China Growth Fund GP III Associates Ltd., the ultimate general partner of IDG-Accel China Growth Fund III L.P., on behalf of IDG-Accel China Growth Fund III L.P. 03/23/2018
Signature of Reporting Person Date
/s/ Chi Sing Ho, Director of IDG-Accel China Growth Fund GP III Associates Ltd., the general partner of IDG-Accel China III Investors L.P., on behalf of IDG-Accel China III Investors L.P. 03/23/2018
Signature of Reporting Person Date
/s/ Chi Sing Ho, Director of IDG-Accel China Growth Fund GP III Associates Ltd., the general partner of IDG-Accel China Growth Fund III Associates L.P., on behalf of IDG-Accel China Growth Fund III Associates L.P. 03/23/2018
Signature of Reporting Person Date
/s/ Chi Sing Ho, Director, on behalf of IDG-Accel China Growth Fund GP III Associates Ltd. 03/23/2018
Signature of Reporting Person Date
/s/ Quan Zhou 03/23/2018
Signature of Reporting Person Date
/s/ Chi Sing Ho 03/23/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These securities are directly owned by IDG-Accel China Growth Fund III L.P. ("IDG-Accel Growth") and may be deemed to be indirectly beneficially owned by the other reporting persons. IDG-Accel China Growth Fund III Associates L.P. ("IDG-Accel Associates") is the general partner of IDG-Accel Growth. IDG-Accel China Growth Fund GP III Associates Ltd. ("IDG-Accel GP") is the general partner of both IDG-Accel Associates and IDG-Accel China III Investors L.P. ("IDG-Accel Investors"). Chi Sing Ho and Quan Zhou are shareholders and directors of IDG-Accel GP. Pursuant to a securities purchase agreement dated as of March 19, 2018 by and among the Issuer and certain investors (the "Purchase Agreement"), IDG-Accel Growth purchased 2,882,098 shares of common stock and warrants to purchase 1,152,839 shares of common stock of the Issuer.
( 2 )These securities are directly owned by IDG-Accel Investors and may be deemed to be indirectly beneficially owned by the other reporting persons. Pursuant to the Purchase Agreement, IDG-Accel Investors purchased 204,320 shares of common stock and warrants to purchase 81,728 shares of common stock of the Issuer.
( 3 )The shares of common stock and the warrants were issued in units consisting of one share of common stock and a right to purchase 0.4 shares of common stock. The purchase price was $3.24 per unit. The filing of this statement by the reporting persons shall not be deemed an admission that such persons are, for purposes of Section 16 of the Securities and Exchange Act of 1934 or otherwise, the beneficial owner of any equity securities covered by this statement.

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