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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) |
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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
AISLING CAPITAL III LP 888 SEVENTH AVE., 12TH FLOOR NEW YORK, NY 10106 |
X | |||
Aisling Capital Partners III LLC 888 SEVENTH AVE., 12TH FLOOR NEW YORK, NY 10106 |
X | |||
Aisling Capital Partners III LP 888 SEVENTH AVE., 12TH FLOOR NEW YORK, NY 10106 |
X | |||
ELMS STEVE C/O AISLING CAPITAL 888 SEVENTH AVE., 12TH FLOOR NEW YORK, NY 10106 |
X | |||
Purcell Dennis J C/O AISLING CAPITAL 888 SEVENTH AVE., 12TH FLOOR NEW YORK, NY 10106 |
X | |||
SCHIFF ANDREW N C/O AISLING CAPITAL 888 SEVENTH AVE., 12TH FLOOR NEW YORK, NY 10106 |
X |
See Signatures on Exhibit 99.1 | 06/03/2016 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | On June 2, 2016, Aisling Capital III, LP ("Aisling") distributed 400,000 shares of Common Stock (the "Shares") of Agile Therapeutics, Inc. (the "Issuer") to its general and limited partners on a pro rata basis. Of the 400,000 Shares distributed by Aisling, Aisling Capital Partners III, LP ("Aisling GP") received its pro rata interest of 2,290 Shares, which it immediately distributed to its general and limited partners, including Aisling Capital Partners III LLC ("Aisling Partners") and Dennis Purcell, Dr. Andrew Schiff and Steve Elms. Of the 2,290 Shares distributed by Aisling GP, Aisling Partners received its pro rata interest of 9 Shares, which it immediately distributed to its members, including Messrs. Elms, Purcell and Schiff. (cont'd in FN 2) |
(2) | (cont'd from FN 1) As a result of such distributions by Aisling, Aisling GP and Aisling Partners, Messrs. Elms, Purcell and Schiff received (and now directly or indirectly hold) 961 Shares, 1,879 Shares and 460 Shares, respectively, in addition to the Shares held indirectly through Aisling. |
(3) | The reportable securities are owned directly by Aisling, and held indirectly by Aisling GP, as general partner of Aisling, Aisling Partners, as general partner of Aisling GP, and each of the individual managing members of Aisling Partners. The individual managing members (collectively, the "Managers") of Aisling Partners are Dennis Purcell, Dr. Andrew Schiff and Steve Elms. Aisling GP, Aisling Partners and the Managers share voting and dispositive power over the shares directly held by Aisling. |
Remarks: Upon completion of the transactions reported herein, each of the Reporting Persons ceased to be 10% owners with respect to the Issuer. -- Exhibit List: 99.1 - Signatures of Joint Filers |