Statement of Changes in Beneficial Ownership (4)
April 20 2020 - 10:48AM
Edgar (US Regulatory)
FORM 4
[ ]
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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3235-0287
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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
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1. Name and Address of Reporting Person
*
Puissance Cross-Border Opportunities III LLC |
2. Issuer Name and Ticker or Trading Symbol
Bellerophon Therapeutics, Inc.
[
BLPH
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
950 THIRD AVENUE, 25TH FL |
3. Date of Earliest Transaction
(MM/DD/YYYY)
4/17/2020 |
(Street)
NEW YORK, NY 10022
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 4/17/2020 | | J(1) | | 553250 | D | (1) | 0 | I (2) | By Puissance Cross-Border Opportunities III LLC |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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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 |
Explanation of Responses: |
(1) | Puissance Cross-Border Opportunities III LLC made an in-kind distribution of an aggregate 553,250 shares of the Issuer's common stock to its limited partners in connection with the redemption of partnership interests. |
(2) | These securities are held directly by Puissance Cross-Border Opportunities III LLC and may be deemed to be beneficially owned by Puissance Capital Management LP, the investment manager of Puissance Cross Border Opportunities III LLC; Puissance Capital Management (GP) LLC, the general partner of Puissance Capital Management LP; Puissance Capital Fund (GP) LLC, the general partner of Puissance Cross Border Opportunities III LLC; and Theodore T. Wang, the managing member of Puissance Capital Management (GP) LLC and Puissance Capital Fund (GP) LLC. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Puissance Cross-Border Opportunities III LLC 950 THIRD AVENUE 25TH FL NEW YORK, NY 10022 |
| X |
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Puissance Capital Fund (GP) LLC 950 THIRD AVENUE 25TH FLOOR NEW YORK, NY 10022 |
| X |
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Puissance Capital Management LP 950 THIRD AVENUE, 25TH FLOOR NEW YORK, NY 10022 |
| X |
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Puissance Capital Management (GP) LLC 950 THIRD AVENUE 25TH FLOOR NEW YORK, NY 10022 |
| X |
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Wang Theodore T C/O PUISSANCE CAPITAL MANAGEMENT LP 950 THIRD AVENUE, 25TH FLOOR NEW YORK, NY 10022 | X | X |
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Signatures
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Puissance Cross-Border Opportunities III LLC, By: Puissance Capital Fund (GP) LLC, its general partner, By: Theodore T. Wang, Managing Member | | 4/20/2020 |
**Signature of Reporting Person | Date |
Puissance Capital Fund (GP) LLC, By: Theodore T. Wang, Managing Member | | 4/20/2020 |
**Signature of Reporting Person | Date |
Puissance Capital Management LP, By: Puissance Capital Management (GP) LLC, its general partner, By: Theodore T. Wang, Managing Member | | 4/20/2020 |
**Signature of Reporting Person | Date |
Puissance Capital Management (GP) LLC, By: Theodore Wang, Managing Member | | 4/20/2020 |
**Signature of Reporting Person | Date |
/s/ Theodore T. Wang | | 4/20/2020 |
**Signature of Reporting Person | Date |
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