Amended Statement of Ownership (sc 13g/a)
August 08 2019 - 12:53PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(AMENDMENT NO 4)*
Obalon
Therapeutics, Inc.
(Name of Issuer)
Common Stock
(Title of
Class of Securities)
67424L209
(CUSIP Number)
August 6, 2019
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to
designate the rule pursuant to which this Schedule is filed:
☐ Rule
13d-1(b)
☒ Rule
13d-1(c)
☐ Rule
13d-1(d)
*
|
The remainder of this cover page shall be filled out for a reporting persons initial filing on this form
with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
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The information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities
Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
Page 1 of 10 Pages
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Cusip No. 67424L209
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13G
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Page
2
of 10 Pages
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1
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NAME OF REPORTING PERSONS
InterWest Partners X, LP (IWP X)
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2
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CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP
(a) ☐ (b) ☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF
ORGANIZATION
California
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
398,974
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6
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SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
398,974
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
398,974 (1)
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10
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CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES:
☐
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11
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PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
6.6% (2)
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12
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TYPE OF REPORTING
PERSON
PN
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(1)
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The shares are owned by IWP X and include (i) 380,224 shares of Common Stock and (ii) 18,750 shares of Common
Stock issuable pursuant to common stock purchase warrants.
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(2)
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Based upon 5,985,781 shares of the Issuers Common Stock outstanding as of August 6, 2019, as
reported in the Issuers final prospectus related to the Issuers public offering filed with the Securities and Exchange Commission (the SEC) on August 5, 2019, including the exercise of the underwriters option to
purchase additional securities.
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Page 2 of 10 Pages
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Cusip No. 67424L209
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13G
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Page
3
of 10 Pages
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1
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NAME OF REPORTING PERSONS
InterWest Management Partners X, LLC (the General Partner of InterWest Partners X, LP)
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2
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CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP
(a) ☐ (b) ☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF
ORGANIZATION
California
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
398,974
|
|
6
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SHARED VOTING POWER
0
|
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7
|
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SOLE DISPOSITIVE POWER
398,974
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8
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SHARED DISPOSITIVE POWER
0
|
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|
|
|
|
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
398,974 (1)
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10
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CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES:
☐
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11
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PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
6.6% (2)
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12
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TYPE OF REPORTING
PERSON
OO
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(1)
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The shares are owned by IWP X and include (i) 380,224 shares of Common Stock and (ii) 18,750 shares of Common
Stock issuable pursuant to common stock purchase warrants.
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(2)
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Based upon 5,985,781 shares of the Issuers Common Stock outstanding as of August 6, 2019, as
reported in the Issuers final prospectus related to the Issuers public offering filed with the Securities and Exchange Commission (the SEC) effective on August 5, 2019, including the exercise of the underwriters
option to purchase additional securities.
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Page 3 of 10 Pages
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Cusip No. 67424L209
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13G
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Page
4
of 10 Pages
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1
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NAME OF REPORTING PERSONS
Keval Desai (a Venture Member of InterWest Management Partners X, LLC)
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2
|
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CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP
(a) ☐ (b) ☐
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3
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SEC USE ONLY
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4
|
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CITIZENSHIP OR PLACE OF
ORGANIZATION
United
States
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
398,974
|
|
7
|
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SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
398,974
|
|
|
|
|
|
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
398,974
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES:
☐
|
11
|
|
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
6.6%
|
12
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TYPE OF REPORTING
PERSON
IN
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Neither the filing of this statement on Schedule 13G nor any of its contents shall be deemed to constitute an admission by
Keval Desai that he is the beneficial owner of any of the Common Stock referred to herein for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, or for any other purpose.
Page 4 of 10 Pages
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Cusip No. 67424L209
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13G
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Page
5
of 10 Pages
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1
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NAME OF REPORTING PERSONS
Gilbert H. Kliman (a Managing Director of InterWest Management Partners X, LLC)
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2
|
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CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP
(a) ☐ (b) ☐
|
3
|
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SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United
States
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
398,974
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
398,974
|
|
|
|
|
|
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
398,974
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES:
☐
|
11
|
|
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
6.6%
|
12
|
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TYPE OF REPORTING
PERSON
IN
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Neither the filing of this statement on Schedule 13G nor any of its contents shall be deemed to constitute an admission by
Gilbert H. Kliman that he is the beneficial owner of any of the Common Stock referred to herein for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, or for any other purpose.
Page 5 of 10 Pages
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Cusip No. 67424L209
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13G
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Page
6
of 10 Pages
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1
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NAME OF REPORTING PERSONS
Khaled A. Nasr (a Venture Member of InterWest Management Partners X, LLC)
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2
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CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP
(a) ☐ (b) ☐
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3
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SEC USE ONLY
|
4
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|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United
States
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
398,974
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
398,974
|
|
|
|
|
|
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
398,974
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES:
☐
|
11
|
|
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
6.6%
|
12
|
|
TYPE OF REPORTING
PERSON
IN
|
Neither the filing of this statement on Schedule 13G nor any of its contents shall be deemed to constitute an admission by
Khaled A. Nasr that he is the beneficial owner of any of the Common Stock referred to herein for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, or for any other purpose.
Page 6 of 10 Pages
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Cusip No. 67424L209
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13G
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Page
7
of 10 Pages
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1
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NAME OF REPORTING PERSONS
Arnold L. Oronsky (a Managing Director of InterWest Management Partners X, LLC)
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2
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CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP
(a) ☐ (b) ☐
|
3
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SEC USE ONLY
|
4
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CITIZENSHIP OR PLACE OF
ORGANIZATION
United
States
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
398,974
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
398,974
|
|
|
|
|
|
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
398,974
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES:
☐
|
11
|
|
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
6.6%
|
12
|
|
TYPE OF REPORTING
PERSON
IN
|
Neither the filing of this statement on Schedule 13G nor any of its contents shall be deemed to constitute an admission by
Arnold L. Oronsky that he is the beneficial owner of any of the Common Stock referred to herein for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, or for any other purpose.
Page 7 of 10 Pages
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Cusip No. 67424L209
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13G
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Page
8
of 10 Pages
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ITEM 1.
(a)
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NAME OF ISSUER :
Obalon Therapeutics, Inc.
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(b)
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ADDRESS OF ISSUERS PRINCIPAL EXECUTIVE OFFICE:
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5421 Avenida Encinas, Suite F, Carlsbad, CA 92008
ITEM 2.
(a)
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NAME OF PERSON(S) FILING:
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InterWest Partners X, LP (IWP X)
InterWest Management Partners X, LLC (IMP X)
Keval Desai (Desai)
Gilbert H. Kliman (Kliman)
Khaled A. Nasr (Nasr)
Arnold L. Oronsky (Oronsky)
(b)
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ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
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2710 Sand Hill Road, Suite 200, Menlo Park, CA 94025
(c)
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CITIZENSHIP/PLACE OF ORGANIZATION:
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IWP X:
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California
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IMP X:
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California
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Desai:
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United States
|
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Kliman:
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United States
|
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Nasr:
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United States
|
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Oronsky:
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United States
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(d)
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TITLE OF CLASS OF SECURITIES:
Common Stock
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(e)
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CUSIP NUMBER: 67424L209
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ITEM 3. NOT APPLICABLE.
Page 8 of 10 Pages
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Cusip No. 67424L209
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13G
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Page
9
of 10 Pages
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ITEM 4. OWNERSHIP.
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IWP X
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IMP X (1)
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Desai (2)
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Beneficial Ownership
|
|
|
398,974
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(3)
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398,974
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(3)
|
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398,974
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(3)
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Percentage of Class
|
|
|
6.6
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% (4)
|
|
|
6.6
|
% (4)
|
|
|
6.6
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% (4)
|
Sole Voting Power
|
|
|
398,974
|
|
|
|
398,974
|
|
|
|
0
|
|
Shared Voting Power
|
|
|
0
|
|
|
|
0
|
|
|
|
398,974
|
|
Sole Dispositive Power
|
|
|
398,974
|
|
|
|
398,974
|
|
|
|
0
|
|
Shared Dispositive Power
|
|
|
0
|
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|
|
0
|
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|
398,974
|
|
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Kliman (2)
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Nasr (2)
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Oronsky (2)
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Beneficial Ownership
|
|
|
398,974
|
(3)
|
|
|
398,974
|
(3)
|
|
|
398,974
|
(3)
|
Percentage of Class
|
|
|
6.6
|
% (4)
|
|
|
6.6
|
% (4)
|
|
|
6.6
|
% (4)
|
Sole Voting Power
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
Shared Voting Power
|
|
|
398,974
|
|
|
|
398,974
|
|
|
|
398,974
|
|
Sole Dispositive Power
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
Shared Dispositive Power
|
|
|
398,974
|
|
|
|
398,974
|
|
|
|
398,974
|
|
(1)
|
IMP X is the general partner of IWP X.
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(2)
|
Kliman and Oronsky are Managing Directors of IMP X. Desai and Nasr are Venture Members of IMP X. The Managing
Directors and Venture Members of IMP X share voting and investment control over shares held by IWP X.
|
(3)
|
The shares are owned by IWP X and include (i) 380,224 shares of Common Stock and (ii) 18,750 shares of Common
Stock issuable pursuant to common stock purchase warrants.
|
(4)
|
Based upon 5,985,781 shares of the Issuers Common Stock outstanding as of August 6, 2019, as
reported in the Issuers final prospectus related to the Issuers public offering filed with the Securities and Exchange Commission (the SEC) on August 5, 2019, including the exercise of the underwriters option to
purchase additional securities.
|
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not applicable.
ITEM 6. OWNERSHIP OF MORE THAN FIVE
PERCENT ON BEHALF OF ANOTHER PERSON.
Under certain circumstances set forth in the limited liability company operating agreement of IMP X, the members
of such limited liability company have the right to receive dividends from, or the proceeds from the sale of, the common stock of Issuer beneficially owned by such limited liability company.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
Not applicable.
ITEM 8. IDENTIFICATION AND
CLASSIFICATION OF MEMBERS OF THE GROUP.
No reporting person is a member of a group as defined in section
240.13d-1(b)(1)(iii)(H)
of the Act.
ITEM 9. NOTICE OF DISSOLUTION OF THE GROUP.
Not applicable.
Page 9 of 10 Pages
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Cusip No. 67424L209
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13G
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Page
10
of 10 Pages
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ITEM 10. CERTIFICATION.
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of
or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in
connection with a nomination under §
240.14a-11.
EXHIBITS
Joint Filing Statement attached as Exhibit A.
SIGNATURE
After reasonable inquiry and
to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: August 8, 2019
INTERWEST PARTNERS X, LP
|
|
|
|
|
By:
|
|
InterWest Management Partners X, LLC, its General Partner
|
|
|
|
By:
|
|
/s/ Gilbert H. Kliman by Karen A. Wilson, Power of Attorney
|
|
|
|
|
Managing Director
|
|
|
|
INTERWEST MANAGEMENT PARTNERS X, LLC
|
|
|
|
By:
|
|
/s/ Gilbert H. Kliman by Karen A. Wilson, Power of Attorney
|
|
|
|
|
Managing Director
|
|
|
|
|
|
By:
|
|
/s/ Keval Desai by Karen A. Wilson, Power of Attorney
|
|
|
Name:
|
|
Keval Desai
|
|
|
|
|
|
By:
|
|
/s/ Gilbert H. Kliman by Karen A. Wilson, Power of Attorney
|
|
|
Name:
|
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Gilbert H. Kliman
|
|
|
|
|
|
By:
|
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/s/ Khaled A. Nasr
|
|
|
Name:
|
|
Khaled A. Nasr
|
|
|
|
|
|
By:
|
|
/s/ Arnold L. Oronsky
|
|
|
Name:
|
|
Arnold L. Oronsky
|
|
|
Page 10 of 10 Pages
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