SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Vivo Capital VIII, LLC

(Last) (First) (Middle)
C/O VIVO CAPITAL LLC
192 LYTTON AVENUE

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
IMPEL NEUROPHARMA INC [ IMPL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
04/27/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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
Common Stock 04/27/2021 C 710,190 A (1) 710,190 I See footnote(3)
Common Stock 04/27/2021 C 98,068 A (1) 98,068 I See footnote(4)
Common Stock 04/27/2021 C 474,713 A (1) 1,184,903 I See footnote(3)
Common Stock 04/27/2021 C 65,552 A (1) 163,620 I See footnote(4)
Common Stock 04/27/2021 C 440,119 A (1) 1,625,022 I See footnote(3)
Common Stock 04/27/2021 C 60,813 A (1) 224,433 I See footnote(4)
Common Stock 04/27/2021 C 315,328 A (1) 1,940,350 I See footnote(3)
Common Stock 04/27/2021 C 43,550 A (1) 267,983 I See footnote(4)
Common Stock 04/27/2021 C 89,145 A $13.5(2) 2,029,495 I See footnote(3)
Common Stock 04/27/2021 C 12,311 A $13.5(2) 280,294 I See footnote(4)
Common Stock 04/27/2021 P 505,620 A $15 2,535,115 I See footnote(3)
Common Stock 04/27/2021 P 69,380 A $15 349,674 I See footnote(4)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 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: 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
Series C-1 Redeemable Convertible Preferred Stock (1) 04/27/2021 C 11,628,174 (1) (1) Common Stock 710,190 $0 0 I See footnote(3)
Series C-1 Redeemable Convertible Preferred Stock (1) 04/27/2021 C 1,605,711 (1) (1) Common Stock 98,068 $0 0 I See footnote(4)
Series C-2 Redeemable Convertible Preferred Stock (1) 04/27/2021 C 7,772,634 (1) (1) Common Stock 474,713 $0 0 I See footnote(3)
Series C-2 Redeemable Convertible Preferred Stock (1) 04/27/2021 C 1,073,308 (1) (1) Common Stock 65,552 $0 0 I See footnote(4)
Series C-3 Redeemable Convertible Preferred Stock (1) 04/27/2021 C 7,206,216 (1) (1) Common Stock 440,119 $0 0 I See footnote(3)
Series C-3 Redeemable Convertible Preferred Stock (1) 04/27/2021 C 995,714 (1) (1) Common Stock 60,813 $0 0 I See footnote(4)
Series D Redeemable Convertible Preferred Stock (1) 04/27/2021 C 5,162,969 (1) (1) Common Stock 315,328 $0 0 I See footnote(3)
Series D Redeemable Convertible Preferred Stock (1) 04/27/2021 C 713,064 (1) (1) Common Stock 43,550 $0 0 I See footnote(4)
5% Convertible Note due 2021 $13.5(2) 04/27/2021 C $1,194,785.75 (2) 12/31/2021 Common Stock 89,145 $0 0 I See footnote(3)
5% Convertible Note due 2021 $13.5(2) 04/27/2021 C $165,013.49 (2) 12/31/2021 Common Stock 12,311 $0 0 I See footnote(4)
1. Name and Address of Reporting Person*
Vivo Capital VIII, LLC

(Last) (First) (Middle)
C/O VIVO CAPITAL LLC
192 LYTTON AVENUE

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Vivo Capital Fund VIII, L.P.

(Last) (First) (Middle)
192 LYTTON AVENUE

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Vivo Capital Surplus Fund VIII, L.P.

(Last) (First) (Middle)
192 LYTTON AVENUE

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
Explanation of Responses:
1. Each share of Series C-1, C-2, C-3 and D Redeemable Convertible Preferred Stock is automatically converted into shares of Common Stock upon the closing of the Issuer's initial public offering for no additional consideration, on a one share of common stock for 16.37332 preferred shares basis.
2. The convertible promissory note was issued by the issuer on March 5, 2021 and the outstanding principal and accrued interest is automatically converted into shares of the Issuer's Common Stock upon the closing of the Issuer's initial public offering at $13.50 per share (90% of the IPO price).
3. The securities reported herein are held of record by Vivo Capital Fund VIII, L.P. Vivo Capital VIII, LLC is the general partner of Vivo Capital Fund VIII, L.P. As the managing members of Vivo Capital VIII, LLC, Frank Kung, Edgar Engleman and Shan Fu share voting and dispositive power over the shares held by Vivo Capital Fund VIII, L.P., but each disclaims beneficial ownership of such shares except to the extent of their individual pecuniary interest therein.
4. The securities reported herein are held of record by Vivo Capital Surplus Fund VIII, L.P. Vivo Capital VIII, LLC is the general partner of Vivo Capital Surplus Fund VIII, L.P. As the managing members of Vivo Capital VIII, LLC, Frank Kung, Edgar Engleman and Shan Fu share voting and dispositive power over the shares held by Vivo Capital Surplus Fund VIII, L.P., but each disclaims beneficial ownership of such shares except to the extent of their individual pecuniary interest therein.
/s/ Frank Kung, as a managing member of Vivo Capital VIII, LLC 04/29/2021
/s/ Frank Kung, as a managing member of Vivo Capital VIII, LLC, General Partner of Vivo Capital Fund VIII, L.P. 04/29/2021
/s/ Frank Kung, as a managing member of Vivo Capital VIII, LLC, General Partner of Vivo Capital Surplus Fund VIII, L.P. 04/29/2021
** Signature of Reporting Person Date
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