Sec Form 13G Filing - VERSANT VENTURE CAPITAL I LP filing for GLAUKOS Corp (GKOS) - 2017-02-14

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, DC 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

 

Glaukos Corporation

(Name of Issuer)

Common Stock

(Title of Class of Securities)

377322102

(CUSIP Number)

December 31, 2016

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

o

Rule 13d-1(c)

x

Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person’s 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.

 

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).

 



 

CUSIP No. 377322102

13 G

 

 

 

1.

Names of Reporting Persons
Versant Venture Capital I, L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x (1)

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:

5.

Sole Voting Power
65,714 (2)

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
65,714(2)

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
65,714(2)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row 9
0.2% (3)

 

 

12.

Type of Reporting Person (See Instructions)
PN

 


(1)   This Schedule 13G is filed by Versant Venture Capital I, L.P. (“VVC- I”), Versant Side Fund I, L.P. (“VSF-I), Versant Affiliates Fund I-A, L.P. (“VAF-I-A”), Versant Affiliates Fund I-B, L.P. (“VAF-I-B”) and Versant Ventures I, LLC (“VVI-LLC”) (collectively, the “Versant Entities”).  The Versant Entities expressly disclaim status as a “group” for purposes of this Schedule 13G.

 

(2)   The information with respect to the ownership of the Common Stock of the Issuer by the persons filing this statement on Schedule 13G is provided as of December 31, 2016.

 

(3)   This percentage is calculated based upon 33,549,174 shares of the Issuer’s common stock outstanding as of November 10, 2016 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on November 14, 2016.

 

2



 

CUSIP No. 377322102

13 G

 

 

 

1.

Names of Reporting Persons
Versant Side Fund I, L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x (1)

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:

5.

Sole Voting Power
1,286 (2)

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
1,286 (2)

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,286 (2)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row 9
0.1% (3)

 

 

12.

Type of Reporting Person (See Instructions)
PN

 


(1)   This Schedule 13G is filed by Versant Venture Capital I, L.P. (“VVC- I”), Versant Side Fund I, L.P. (“VSF-I), Versant Affiliates Fund I-A, L.P. (“VAF-I-A”), Versant Affiliates Fund I-B, L.P. (“VAF-I-B”) and Versant Ventures I, LLC (“VVI-LLC”) (collectively, the “Versant Entities”).  The Versant Entities expressly disclaim status as a “group” for purposes of this Schedule 13G.

 

(2)   The information with respect to the ownership of the Common Stock of the Issuer by the persons filing this statement on Schedule 13G is provided as of December 31, 2016.

 

(3)   This percentage is calculated based upon 33,549,174shares of the Issuer’s common stock outstanding as of November 10, 2016 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on November 14, 2016.

 

3



 

CUSIP No. 377322102

13 G

 

 

 

1.

Names of Reporting Persons
Versant Affiliates Fund I-A, L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x (1)

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:

5.

Sole Voting Power
1,428 (2)

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
1,428 (2)

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,428 (2)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row 9
0.1% (3)

 

 

12.

Type of Reporting Person (See Instructions)
PN

 


(1)   This Schedule 13G is filed by Versant Venture Capital I, L.P. (“VVC- I”), Versant Side Fund I, L.P. (“VSF-I), Versant Affiliates Fund I-A, L.P. (“VAF-I-A”), Versant Affiliates Fund I-B, L.P. (“VAF-I-B”) and Versant Ventures I, LLC (“VVI-LLC”) (collectively, the “Versant Entities”).  The Versant Entities expressly disclaim status as a “group” for purposes of this Schedule 13G.

 

(2)   The information with respect to the ownership of the Common Stock of the Issuer by the persons filing this statement on Schedule 13G is provided as of December 31, 2016.

 

(3)   This percentage is calculated based upon 33,549,174 shares of the Issuer’s common stock outstanding as of November 10, 2016 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on November 14, 2016.

 

4



 

CUSIP No. 377322102

13 G

 

 

 

1.

Names of Reporting Persons
Versant Affiliates Fund I-B, L.P.

 

 

2.

< font size="2" face="Times New Roman" style="font-size:10.0pt;">Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x (1)

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:

5.

Sole Voting Power
3,000 (2)

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
3,000 (2)

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
3,000 (2)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row 9
0.1% (3)

 

 

12.

Type of Reporting Person (See Instructions)
PN

 


(1)   This Schedule 13G is filed by Versant Venture Capital I, L.P. (“VVC- I”), Versant Side Fund I, L.P. (“VSF-I), Versant Affiliates Fund I-A, L.P. (“VAF-I-A”), Versant Affiliates Fund I-B, L.P. (“VAF-I-B”), Versant Ventures I, LLC (“VVI-LLC”) (collectively, the “Versant Entities”).  The Versant Entities expressly disclaim status as a “group” for purposes of this Schedule 13G.

 

(2)   The information with respect to the ownership of the Common Stock of the Issuer by the persons filing this statement on Schedule 13G is provided as of December 31, 2016.

 

(3)   This percentage is calculated based upon 33,549,174shares of the Issuer’s common stock outstanding as of November 10, 2016 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on November 14, 2016.

 

5



 

CUSIP No. 377322102

13 G

 

 

 

1.

Names of Reporting Persons
Versant Ventures I, LLC

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x (1)

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:

5.

Sole Voting Power
0

 

6.

Shared Voting Power
71,428 (2)

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
71,428 (2)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
71,428 (2)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row 9
0.5% (3)

 

 

12.

Type of Reporting Person (See Instructions)
OO

 


(1)   This Schedule 13G is filed by Versant Venture Capital I, L.P. (“VVC- I”), Versant Side Fund I, L.P. (“VSF-I), Versant Affiliates Fund I-A, L.P. (“VAF-I-A”), Versant Affiliates Fund I-B, L.P. (“VAF-I-B”) and Versant Ventures I, LLC (“VVI-LLC”) (collectively, the “Versant Entities”).  The Versant Entities expressly disclaim status as a “group” for purposes of this Schedule 13G.

 

(2)   Includes: (i) 65,714 shares held by VVC-I; (ii) 1,286 shares held by VSF-I; (iii) 1,428 shares held by VAF-I-A; and (iv) 3,000 shares held by VAF-I-B.  VVI-LLC serves as the general partner of VVC-I, VSF-I, VAF-I-A, and VAF-I-B and owns no securities of the Issuer directly.  The information with respect to the ownership of the Common Stock of the Issuer by the persons filing this statement on Schedule 13G is provided as of December 31, 2016.

 

(3)  ;  This percentage is calculated based upon 33,549,174 shares of the Issuer’s common stock outstanding as of November 10, 2016 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on November 14, 2016.

 

6



 

Item 1(a).

Name of Issuer:
GLAUKOS CORPORATION

Item 1(b).

Address of Issuer’s Principal Executive Offices
26051 Merit Circle, Suite 103, Laguna Hills, California 92653

 

Item 2(a).

Name of Person Filing:
Versant Venture Capital I, L.P. (“VVC-I”)

Versant Side Fund I, L.P. (“VSF-I”)

Versant Affiliates Fund I-A, L.P. (“VAF-I-A”)

Versant Affiliates Fund I-B, L.P. (“VAF-I-B”)

Versant Ventures I, LLC (“VVI-LLC”)

Item 2(b).

Address of Principal Business Office or, if none, Residence:
Versant Venture Management, LLC

One Sansome Street, Suite 3630

San Francisco, CA 94104

Item 2(c).

Citizenship:

 

 

 

 

Entities:

VVC-I

-  

Delaware

 

 

 

 

VSF-I

-  

Delaware

 

 

 

 

VAF-I-A

-  

Delaware

 

 

 

 

VAF-I-B

-  

Delaware

 

 

 

 

VVI-LLC

-  

Delaware

               

 

Item 2(d).

Title of Class of Securities:
Common Stock

Item 2(e).

CUSIP Number:
377322102

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:

 

Not Applicable

 

7



 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

Versant
Entities

 

Shares Held
Directly

 

Sole Voting
Power

 

Shared Voting
Power

 

Sole Dispositive
Power

 

Shared Dispositive
Power

 

Beneficial
Ownership

 

Percentage of Class
(2)

 

VVC-I

 

65,714

 

65,714

 

0

 

65,714

 

0

 

65,714

 

0.2

%

VSF-I

 

1,286

 

1,286

 

0

 

1,286

 

0

 

1,286

 

0.1

%

VAF-I-A

 

1,428

 

1,428

 

0

 

1,428

 

0

 

1,428

 

0.1

%

VAF-I-B

 

3,000

 

3,000

 

0

 

3,000

 

0

 

3,000

 

0.1

%

VVI-LLC

 

0

 

0

 

71,428

 

0

 

71,428

 

71,428

 

0.5

%

 


(1)   VVI-LLC serves as the general partner of VVC-I, VSF-I, VAF-I-A, and VAF-I-B and owns no securities of the Issuer directly.

 

(2)   This percentage is calculated based upon 33,549,174shares of the Issuer’s common stock outstanding as of November 10, 2016 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on November 14, 2016.

 

Item 5.

Ownership of 5 Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following   x.

 

Item 6.

Ownership of More than 5 Percent on Behalf of Another Person

See Items 2(a) and 4.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

Not applicable

 

Item 8.

Identification and Classification of Members of the Group

Not applicable

 

Item 9.

Notice of Dissolution of a Group

Not applicable

 

 

Item 10.

Certification

Not applicable

 

8



 

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.

 

Dated: February 14, 2017

 

Versant Affiliates Fund I-A, L.P.

 

 

 

 

By:

Versant Ventures I, LLC

 

Its:

General Partner

 

 

 

 

By:

/s/ Robin L. Praeger

 

 

Authorized Representative

 

 

 

 

Versant Affiliates Fund I-B, L.P.

 

 

 

 

By:

Versant Ventures I, LLC

 

Its:

General Partner

 

 

 

 

By:

/s/ Robin L. Praeger

 

 

Authorized Representative

 

 

 

 

Versant Side Fund I, L.P.

 

 

 

 

By:

Versant Ventures I, LLC

 

Its:

General Partner

 

 

 

 

By:

/s/ Robin L. Praeger

 

 

Authorized Representative

 

 

 

 

Versant Venture Capital I, L.P.

 

 

 

 

By:

Versant Ventures I, LLC

 

Its:

General Partner

 

 

 

 

By:

/s/ Robin L. Praeger

 

 

Authorized Representative

 

 

 

 

Versant Ventures I, LLC

 

 

 

 

 

 

By:

/s/ Robin L. Praeger

 

 

Authorized Representative

 

 

9



 

EXHIBIT A

JOINT FILING STATEMENT

 

We, the undersigned, hereby express our agreement that the attached Schedule 13G (or any amendments thereto) related to the Common Stock of Glaukos Corporation is filed on behalf of each of us.

 

Dated: February 14, 2017

 

Versant Affiliates Fund I-A, L.P.

 

 

 

 

By:

Versant Ventures I, LLC

 

Its:

General Partner

 

 

 

 

By:

/s/ Robin L. Praeger

 

 

Authorized Representative

 

 

 

 

Versant Affiliates Fund I-B, L.P.

 

 

 

 

By:

Versant Ventures I, LLC

 

Its:

General Partner

 

 

 

 

By:

/s/ Robin L. Praeger

 

 

Authorized Representative

 

 

 

 

Versant Side Fund I, L.P.

 

 

 

 

By:

Versant Ventures I, LLC

 

Its:

General Partner

 

 

 

 

By:

/s/ Robin L. Praeger

 

 

Authorized Representative

 

 

 

 

Versant Venture Capital I, L.P.

 

 

 

 

By:

Versant Ventures I, LLC

 

Its:

General Partner

 

 

 

 

By:

/s/ Robin L. Praeger

 

 

Authorized Representative

 

 

 

 

Versant Ventures I, LLC

 

 

 

 

 

 

By:

/s/ Robin L. Praeger

 

 

Authorized Representative

 

 

10