Key facts
- This page summarizes TPG GP A, LLC's Form 4 filing for Bicara Therapeutics Inc. (BCAX).
- 2 reported transactions and 1 derivative row are listed below.
- Accepted by SEC: 18 Sep 2024, 17:02.
TPG GP A, LLC - 16 Sep 2024 Form 4 Insider Report for Bicara Therapeutics Inc. (BCAX)
- Reporting relationship
- Former 10% Owner
- Issuer ticker
- BCAX
- Reported as of
- 16 Sep 2024
- Net transaction value
- $0
- SEC form
- 4
- Accepted by SEC
- 18 Sep 2024, 17:02:31 UTC
- Prior SEC filing
- 12 Sep 2024
- Next SEC filing
- 10 Oct 2024
- Source filing
- View source filing
- Reporting owner signature
- /s/ Bradford Berenson, General Counsel, TPG GP A, LLC (6)
Source evidence
Original filing metadata and source links for verification.
5 source fields
Reporting owner
1 detail
Key filing fact
TPG GP A, LLC filed Form 4 for Bicara Therapeutics Inc. (BCAX) on 18 Sep 2024.
Change
- Previous filing in this sequence was filed on 12 Sep 2024.
- Current net transaction value: $0.
Research use
- This tells you what this filing adds before you inspect full transaction and derivative tables.
- You can trace every row back to the original SEC filing document.
Evidence
Filed on Form 4
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
BCAX
transaction
Common Stock
Conversion of derivative security
- Transaction value
- Shares
- +1,960,425
- Change %
- Price
- Shares after
- 1,960,425
- Date
- 16 Sep 2024
- Ownership
- See Explanation of Responses
- Footnotes
- F1, F2, F3, F4, F5
Reported derivative securities
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
BCAX
transaction
Derivative
Series C Preferred Stock
Conversion of derivative security
- Transaction value
- Shares
- -18,121,194
- Change %
- -100%
- Price
- Shares after
- 0
- Date
- 16 Sep 2024
- Ownership
- See Explanation of Responses
- Underlying class
- Common Stock
- Underlying amount
- 1,960,425
- Exercise price
- Footnotes
- F1, F2, F3, F4, F5
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Section 16 status
TPG GP A, LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.
Explanation of responses 5 footnotes
Footnote F1
Each of David Bonderman, James G. Coulter and Jon Winkelried own entities that control TPG GP A, LLC (together with Messrs. Bonderman, Coulter and Winkelried, the "Reporting Persons"), which is the managing member of each of (i) TPG Group Holdings (SBS) Advisors, LLC, which is the general partner of TPG Group Holdings (SBS), L.P., and (ii) Alabama Investments (Parallel) GP, LLC, which is the general partner of each of (a) Alabama Investments (Parallel), LP, (b) Alabama Investments (Parallel) Founder A, LP and (c) Alabama Investments (Parallel) Founder G, LP, which, collectively with TPG Group Holdings (SBS), L.P., Alabama Investments (Parallel), LP and Alabama Investments (Parallel) Founder A, LP, holds 100% of the shares of Class B common stock (which represents a majority of the combined voting power of the common stock) of TPG Inc.
Footnote F2
TPG Inc. is the sole member of TPG GPCo, LLC, which is the sole member of TPG Holdings II-A, LLC, which is the general partner of TPG Operating Group II, L.P., which is the sole member of TPG Holdings I-A, LLC, which is the general partner of TPG Operating Group I, L.P., which is the sole member of TPG LSI GenPar Advisors, LLC, which is the general partner of TPG LSI GenPar, L.P., which is the sole member of TPG LSI SPV GP, LLC, which is the general partner of TPG LSI Rise Butterfly, L.P. ("TPG Butterfly I"), which directly holds 1,960,425 shares of Common Stock ("Common Stock") of Bicara Therapeutics Inc. (the "Issuer").
Footnote F3
Pursuant to the Fourth Amended and Restated Certificate of Incorporation of the Issuer, the 18,121,194 shares of Series C Preferred Stock of the Issuer held by TPG Butterfly I automatically converted into 1,960,425 shares of Common Stock upon consummation of the Issuer's initial public offering on September 16, 2024. The shares of Series C Preferred Stock had been convertible, at the option of the holder, at any time into shares of Common Stock at a conversion rate (reflecting the 1-for-9.2435 reverse stock split effected on September 5, 2024) equal to one share of Common Stock per 9.2435 shares of Series C Preferred Stock, subject to adjustment.
Footnote F4
Because of the relationship between the Reporting Persons and TPG Butterfly I, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of the greater of their respective direct or indirect pecuniary interests in the profits or capital accounts of TPG Butterfly I. Each of TPG Butterfly I and each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of TPG Butterfly I's or such Reporting Person's pecuniary interest therein, if any.
Footnote F5
Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.
SEC remarks
(6) The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. (7) Gerald Neugebauer is signing on behalf of Messrs. Bonderman, Coulter and Winkelried pursuant to authorization and designation letters dated January 10, 2024, which were previously filed with the Securities and Exchange Commission.