Sec Form 13G Filing - Clarus Ventures I LLC @ Sientra Inc.

Sec Form 13G Filing - Clarus Ventures I LLC filing for Sientra Inc. (SIEN) - 2019-02-14

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.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

Sientra, Inc.

(Name of Issuer)

Common Stock, $0.001 par value per share

(Title of Class of Securities)

82621J105

(CUSIP Number)

December 31, 2018

(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 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. 82621J105		13G		Page 2 of 11


CUSIP No. 82621J105		13G		Page 3 of 11


CUSIP No. 82621J105		13G		Page 4 of 11


CUSIP No. 82621J105		13G		Page 5 of 11


CUSIP No. 82621J105		13G		Page 6 of 11


CUSIP No. 82621J105		13G		Page 7 of 11


CUSIP No. 82621J105		13G		Page 8 of 11

EXPLANATORY NOTE

Clarus Ventures, LLC and certain of its affiliates (“Clarus”) were acquired by The Blackstone Group L.P. and certain of its affiliates (collectively, “Blackstone”). In connection with such acquisition by Blackstone: (i) Blackstone and certain Clarus affiliates filed a Schedule 13D on January 11, 2019 with respect to the shares of Common Stock (as defined below) beneficially owned by them, and (ii) the Reporting Persons identified herein are no longer deemed to beneficially own any shares of Common Stock.

Item 1(a).

Name of Issuer: Sientra, Inc. (the “Issuer”).

Item 1(b).

Address of Issuer’s Principal Executive Offices: 420 South Fairview Avenue, Suite 200 Santa Barbara, CA 93117

Item 2(a).

Name of Persons Filing: Clarus Ventures I, LLC (“Clarus I GP LLC”), Nicholas Galakatos (“Galakatos”), Dennis Henner (“Henner”), Robert Liptak (“Liptak”), Nicholas Simon (“Simon”), Michael Steinmetz (“Steinmetz”) and Kurt Wheeler (“Wheeler”), (each, a “Reporting Person” and collectively, the “Reporting Persons”). Galakatos, Henner, Liptak, Simon, Steinmetz and Wheeler, (collectively, the “Managers”) are all of the managing directors of Clarus I GP LLC.

Item 2(b).

Address of Principal Business Office or, if None, Residence: 101 Main Street, Suite 1210, Cambridge, MA 02142

Item 2(c).

Citizenship: Clarus I GP LLC is a limited liability company organized under the laws of the State of Delaware. Each of Galakatos, Henner, Liptak, Simon and Wheeler is a United States Citizen, and Steinmetz is a Citizen of the Federal Republic of Germany.

Item 2(d).

Title of Class of Securities: Common Stock, $0.01 par value per share (“Common Stock”).

Item 2(e).

CUSIP Number: 82621J105

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.

Item 4.

Ownership.

(a)

Amount Beneficially Owned: None of the Reporting Persons beneficially own any shares of Common Stock.

(b)

Percent of Class: See Line 11 of cover sheets.

(c)

Number of shares as to which such person has:

(i)

sole power to vote or to direct the vote: See Line 5 of cover sheets.

(ii)

shared power to vote or to direct the vote: See Line 6 of cover sheets.

(iii)

sole power to dispose or to direct the disposition of: See Line 7 of cover sheets.

(iv)

shared power to dispose or to direct the disposition of: See Line 8 of cover sheets.

Item 5.

Ownership of Five 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 five percent of the class of securities, check the following. ☒

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

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.

Not applicable.

Item 9.

Notice of Dissolution of Group.

Not applicable.

Item 10.

Certification.

Not applicable.

SIGNATURE

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date: February 14, 2019


CLARUS VENTURES I, LLC

By:		/s/ Robert Liptak
Robert Liptak, Manager

*
Nicholas Galakatos

*
Dennis Henner

/s/ Robert Liptak
Robert Liptak

*
Nicholas Simon

*
Michael Steinmetz

*
Kurt Wheeler



*By:		/s/ Robert Liptak
		Robert Liptak, as Attorney-in-Fact

This Schedule 13G/A was executed by Robert Liptak on behalf of the individuals listed above pursuant to a Power of Attorney a copy of which is attached as Exhibit 2 to the Schedule 13G filed by the Reporting Persons on February 9, 2016.

[Sientra, Inc. – Schedule 13G/A]

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Clarus Ventures I, LLC

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a) ☐ (b) ☐

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware