FORM 4
[ X ] 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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

MIGAUSKY GEORGE V
2. Issuer Name and Ticker or Trading Symbol

Dimension Therapeutics, Inc. [ DMTX ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

C/O DIMENSION THERAPEUTICS, INC., 840 MEMORIAL DRIVE, 4TH FLOOR
3. Date of Earliest Transaction (MM/DD/YYYY)

11/7/2017
(Street)

CAMBRIDGE, MA 02139
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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
Stock Option (Right to Buy)   $4.09   11/7/2017     D         55772      (1) 6/2/2025   Common Stock   55772     (1) 0   D    
Stock Option (Right to Buy)   $7.08   11/7/2017     D         32069      (2) 5/18/2026   Common Stock   32069     (2) 0   D    
Stock Option (Right to Buy)   $1.15   11/7/2017     D         17000      (3) 5/24/2027   Common Stock   17000     (3) 0   D    

Explanation of Responses:
(1)  This stock option, which vests in equal monthly installments over 48 months beginning June 3, 2015, was assumed by Ultragenyx Pharmaceutical Inc. ("Ultragenyx"), and converted in accordance with the exchange ratio as set forth in the Agreement and Plan of Merger dated October 2, 2017 between the Issuer, Ultragenyx and Mystic River Merger Sub Inc., a direct, wholly-owned subsidiary of Ultragenyx.
(2)  These options were assumed by Ultragenyx and converted in accordance with the exchange ratio as set forth in the Merger Agreement.
(3)  These options, which vest in full on the earlier of May 25, 2018 or the Issuer's next annual meeting of stockholders, subject to the director's continued service on the Board, were assumed by Ultragenyx and converted in accordance with the exchange ratio as set forth in the Merger Agreement.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
MIGAUSKY GEORGE V
C/O DIMENSION THERAPEUTICS, INC.
840 MEMORIAL DRIVE, 4TH FLOOR
CAMBRIDGE, MA 02139
X



Signatures
/s/ Mary Thistle, as Attorney-in-Fact for George V. Migausky 11/7/2017
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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DIMENSION THERAPEUTICS, INC. (NASDAQ:DMTX)
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