SC 13D/A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D

(Rule 13d-102)

 

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULE 13d-l(a) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2(a)

(Amendment No. 3)*

 

 

OYSTER POINT PHARMA, INC.

(Name of Issuer)

Common Stock, par value $0.001 per share

(Title of Class of Securities)

69242L106

(CUSIP Number)

Versant Venture Capital VI, L.P.

Robin L. Praeger

One Sansome Street, Suite 3630

San Francisco, CA 94104

415-801-8100

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

May 12, 2021

(Date of Event Which Requires Filing of this Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  ☐

 

*

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 disclosures provided in a prior cover page.

The information required on 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.

 

 

 


CUSIP No. 69242L106    13D            

 

  1.    

  Name of Reporting Persons

 

  Versant Venture Capital VI, L.P.

  2.  

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒(1)

 

  3.  

  SEC Use Only

 

  4.  

  Source of Funds (See Instructions)

 

  WC

  5.  

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 

  ☐

  6.  

  Citizenship or Place of Organization

 

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

 

     7.     

  Sole Voting Power

 

  2,236,888 shares of Common Stock (2)

     8.   

  Shared Voting Power

 

  0

     9.   

  Sole Dispositive Power

 

  2,236,888 shares of Common Stock (2)

   10.   

  Shared Dispositive Power

 

  0

11.    

  Aggregate Amount Beneficially Owned by Each Reporting Person

 

  2,236,888 shares of Common Stock (2)

12.  

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

  ☐

13.  

  Percent of Class Represented by Amount in Row 11

 

  8.6% (3)

14.  

  Type of Reporting Person (See Instructions)

 

  PN

 

(1)

This Schedule 13D is filed by Versant Venture Capital IV, L.P. (“Versant IV”), Versant Side Fund IV, L.P. (“Side Fund IV”), Versant Ventures IV, LLC (“LLC IV”), Versant Venture Capital VI, L.P. (“Versant VI”), Versant Ventures VI GP, L.P. (“GP VI”), Versant Ventures VI GP-GP, LLC (“LLC VI”), Versant Vantage I, L.P. (“Vantage LP”), Versant Vantage I GP, L.P. (“Vantage GP”), Versant Vantage I GP-GP, LLC (“Vantage LLC” and, with Versant IV, Side Fund IV, LLC IV, Versant VI, GP VI, LLC VI, Vantage LP and Vantage GP, collectively, the “Reporting Persons”). LLC IV is the general partner of Versant IV and Side Fund IV, and LLC IV has voting and dispositive power over the shares held by Versant IV and Side Fund IV. LLC VI is the general partner of GP VI, which is the general partner of Versant VI. Each of LLC VI and GP VI share voting and dispositive power over the shares held by Versant VI. Vantage LLC is the general partner of Vantage GP, which is the general partner of Vantage LP. Each of Vantage LLC and Vantage GP share voting and dispositive power over the shares held by Vantage LP. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

(2)

These shares are held by Versant VI. LLC VI is the general partner of GP VI, which is the general partner of Versant VI. Each of LLC VI and GP VI share voting and dispositive power over the shares held by Versant VI and as a result may be deemed to have beneficial ownership over such securities.

(3)

This calculation is based upon 25,977,778 shares of the Issuer’s Common Stock outstanding as of April 30, 2021, as set forth in the Issuer’s quarterly report on Form 10-Q for the quarter ended March 31, 2021, filed with the United States Securities and Exchange Commission on May 6, 2021 (the “Form 10-Q”).


CUSIP No. 69242L106    13D            

 

  1.    

  Name of Reporting Persons

 

  Versant Ventures VI GP, L.P.

  2.  

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒(1)

 

  3.  

  SEC Use Only

 

  4.  

  Source of Funds (See Instructions)

 

  AF

  5.  

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 

  ☐

  6.  

  Citizenship or Place of Organization

 

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

 

     7.     

  Sole Voting Power

 

  0

     8.   

  Shared Voting Power

 

  2,236,888 shares of Common Stock (2)

     9.   

  Sole Dispositive Power

 

  0

   10.   

  Shared Dispositive Power

 

  2,236,888 shares of Common Stock (2)

11.    

  Aggregate Amount Beneficially Owned by Each Reporting Person

 

  2,236,888 shares of Common Stock (2)

12.  

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

  ☐

13.  

  Percent of Class Represented by Amount in Row 11

 

  8.6% (3)

14.  

  Type of Reporting Person (See Instructions)

 

  PN

 

(1)

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

(2)

These shares are held by Versant VI. LLC VI is the general partner of GP VI, which is the general partner of Versant VI. Each of LLC VI and GP VI share voting and dispositive power over the shares held by Versant VI and as a result may be deemed to have beneficial ownership over such securities.

(3)

This calculation is based upon 25,977,778 shares of the Issuer’s Common Stock outstanding as of April 30, 2021, as set forth in the Form 10-Q.


CUSIP No. 69242L106    13D            

 

  1.    

  Name of Reporting Persons

 

  Versant Ventures VI GP-GP, LLC

  2.  

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒(1)

 

  3.  

  SEC Use Only

 

  4.  

  Source of Funds (See Instructions)

 

  AF

  5.  

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 

  ☐

  6.  

  Citizenship or Place of Organization

 

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

 

     7.     

  Sole Voting Power

 

  0

     8.   

  Shared Voting Power

 

  2,236,888 shares of Common Stock (2)

     9.   

  Sole Dispositive Power

 

  0

   10.   

  Shared Dispositive Power

 

  2,236,888 shares of Common Stock (2)

11.    

  Aggregate Amount Beneficially Owned by Each Reporting Person

 

  2,236,888 shares of Common Stock (2)

12.  

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

  ☐

13.  

  Percent of Class Represented by Amount in Row 11

 

  8.6% (3)

14.  

  Type of Reporting Person (See Instructions)

 

  OO

 

(1)

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

(2)

These shares are held by Versant VI. LLC VI is the general partner of GP VI, which is the general partner of Versant VI. Each of LLC VI and GP VI share voting and dispositive power over the shares held by Versant VI and as a result may be deemed to have beneficial ownership over such securities.

(3)

This calculation is based upon 25,977,778 shares of the Issuer’s Common Stock outstanding as of April 30, 2021, as set forth in the Form 10-Q.


CUSIP No. 69242L106    13D            

 

  1.    

  Name of Reporting Persons

 

  Versant Vantage I, L.P.

  2.  

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒(1)

 

  3.  

  SEC Use Only

 

  4.  

  Source of Funds (See Instructions)

 

  WC

  5.  

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 

  ☐

  6.  

  Citizenship or Place of Organization

 

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

 

     7.     

  Sole Voting Power

 

  1,003,658 shares of Common Stock (2)

     8.   

  Shared Voting Power

 

  0

     9.   

  Sole Dispositive Power

 

  1,003,658 shares of Common Stock (2)

   10.   

  Shared Dispositive Power

 

  0

11.    

  Aggregate Amount Beneficially Owned by Each Reporting Person

 

  1,003,658 shares of Common Stock (2)

12.  

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

  ☐

13.  

  Percent of Class Represented by Amount in Row 11

 

  3.9% (3)

14.  

  Type of Reporting Person (See Instructions)

 

  PN

 

(1)

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

(2)

These shares are held by Vantage LP. Vantage LLC is the general partner of Vantage GP, which is the general partner of Vantage LP. Each of Vantage LLC and Vantage GP share voting and dispositive power over the shares held by Vantage LP and as a result may be deemed to have beneficial ownership over such securities.

(3)

This calculation is based upon 25,977,778 shares of the Issuer’s Common Stock outstanding as of April 30, 2021, as set forth in the Form 10-Q.


CUSIP No. 69242L106    13D            

 

  1.    

  Name of Reporting Persons

 

  Versant Vantage I GP, L.P.

  2.  

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒(1)

 

  3.  

  SEC Use Only

 

  4.  

  Source of Funds (See Instructions)

 

  AF

  5.  

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 

  ☐

  6.  

  Citizenship or Place of Organization

 

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

 

     7.     

  Sole Voting Power

 

  0

     8.   

  Shared Voting Power

 

  1,003,658 shares of Common Stock (2)

     9.   

  Sole Dispositive Power

 

  0

   10.   

  Shared Dispositive Power

 

  1,003,658 shares of Common Stock (2)

11.    

  Aggregate Amount Beneficially Owned by Each Reporting Person

 

  1,003,658 shares of Common Stock (2)

12.  

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

  ☐

13.  

  Percent of Class Represented by Amount in Row 11

 

  3.9% (3)

14.  

  Type of Reporting Person (See Instructions)

 

  PN

 

(1)

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

(2)

These shares are held by Vantage LP. Vantage LLC is the general partner of Vantage GP, which is the general partner of Vantage LP. Each of Vantage LLC and Vantage GP share voting and dispositive power over the shares held by Vantage LP and as a result may be deemed to have beneficial ownership over such securities.

(3)

This calculation is based upon 25,977,778 shares of the Issuer’s Common Stock outstanding as of April 30, 2021, as set forth in the Form 10-Q.


CUSIP No. 69242L106    13D            

 

  1.    

  Name of Reporting Persons

 

  Versant Vantage I GP-GP, LLC

  2.  

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒(1)

 

  3.  

  SEC Use Only

 

  4.  

  Source of Funds (See Instructions)

 

  AF

  5.  

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 

  ☐

  6.  

  Citizenship or Place of Organization

 

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

 

     7.     

  Sole Voting Power

 

  0

     8.   

  Shared Voting Power

 

  1,003,658 shares of Common Stock (2)

     9.   

  Sole Dispositive Power

 

  0

   10.   

  Shared Dispositive Power

 

  1,003,658 shares of Common Stock (2)

11.    

  Aggregate Amount Beneficially Owned by Each Reporting Person

 

  1,003,658 shares of Common Stock (2)

12.  

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

  ☐

13.  

  Percent of Class Represented by Amount in Row 11

 

  3.9% (3)

14.  

  Type of Reporting Person (See Instructions)

 

  OO

 

(1)

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

(2)

These shares are held by Vantage LP. Vantage LLC is the general partner of Vantage GP, which is the general partner of Vantage LP. Each of Vantage LLC and Vantage GP share voting and dispositive power over the shares held by Vantage LP and as a result may be deemed to have beneficial ownership over such securities.

(3)

This calculation is based upon 25,977,778 shares of the Issuer’s Common Stock outstanding as of April 30, 2021, as set forth in the Form 10-Q.


CUSIP No. 69242L106    13D            

 

  1.    

  Name of Reporting Persons

 

  Versant Venture Capital IV, L.P.

  2.  

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒(1)

 

  3.  

  SEC Use Only

 

  4.  

  Source of Funds (See Instructions)

 

  WC

  5.  

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 

  ☐

  6.  

  Citizenship or Place of Organization

 

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

 

     7.     

  Sole Voting Power

 

  1,361,590 shares of Common Stock (2)

     8.   

  Shared Voting Power

 

  0

     9.   

  Sole Dispositive Power

 

  1,361,590 shares of Common Stock (2)

   10.   

  Shared Dispositive Power

 

  0

11.    

  Aggregate Amount Beneficially Owned by Each Reporting Person

 

  1,361,590 shares of Common Stock (2)

12.  

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

  ☐

13.  

  Percent of Class Represented by Amount in Row 11

 

  5.2% (3)

14.  

  Type of Reporting Person (See Instructions)

 

  PN

 

(1)

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

(2)

These shares are held by Versant IV. LLC IV is the general partner of Versant IV and has voting and dispositive power over the shares held by Versant IV and as a result may be deemed to have beneficial ownership over such securities.

(3)

This calculation is based upon 25,977,778 shares of the Issuer’s Common Stock outstanding as of April 30, 2021, as set forth in the Form 10-Q.


CUSIP No. 69242L106    13D            

 

  1.    

  Name of Reporting Persons

 

  Versant Side Fund IV, L.P.

  2.  

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒(1)

 

  3.  

  SEC Use Only

 

  4.  

  Source of Funds (See Instructions)

 

  WC

  5.  

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 

  ☐

  6.  

  Citizenship or Place of Organization

 

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

 

     7.     

  Sole Voting Power

 

  8,430 shares of Common Stock (2)

     8.   

  Shared Voting Power

 

  0

     9.   

  Sole Dispositive Power

 

  8,430 shares of Common Stock (2)

   10.   

  Shared Dispositive Power

 

  0

11.    

  Aggregate Amount Beneficially Owned by Each Reporting Person

 

  8,430 shares of Common Stock (2)

12.  

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

  ☐

13.  

  Percent of Class Represented by Amount in Row 11

 

  0.0% (3)

14.  

  Type of Reporting Person (See Instructions)

 

  PN

 

(1)

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

(2)

These shares are held by Side Fund IV. LLC IV is the general partner of Side Fund IV and has voting and dispositive power over the shares held by Side Fund IV and as a result may be deemed to have beneficial ownership over such securities.

(3)

This calculation is based upon 25,977,778 shares of the Issuer’s Common Stock outstanding as of April 30, 2021, as set forth in the Form 10-Q.


CUSIP No. 69242L106    13D            

 

  1.    

  Name of Reporting Persons

 

  Versant Ventures IV, LLC

  2.  

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☒(1)

 

  3.  

  SEC Use Only

 

  4.  

  Source of Funds (See Instructions)

 

  AF

  5.  

  Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 

  ☐

  6.  

  Citizenship or Place of Organization

 

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

 

     7.     

  Sole Voting Power

 

  0

     8.   

  Shared Voting Power

 

  1,370,020 shares of Common Stock (2)

     9.   

  Sole Dispositive Power

 

  0

   10.   

  Shared Dispositive Power

 

  1,370,020 shares of Common Stock (2)

11.    

  Aggregate Amount Beneficially Owned by Each Reporting Person

 

  1,370,020 shares of Common Stock (2)

12.  

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

  ☐

13.  

  Percent of Class Represented by Amount in Row 11

 

  5.3% (3)

14.  

  Type of Reporting Person (See Instructions)

 

  OO

 

(1)

This Schedule 13D is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.

(2)

Includes (i) 1,361,590 shares held by Versant IV; and (ii) 8,430 shares held by Side Fund IV. LLC IV is the general partner of Versant IV and Side Fund IV, and LLC IV has voting and dispositive power over the shares held by Versant IV and Side Fund IV and as a result may be deemed to have beneficial ownership over such securities.

(3)

This calculation is based upon 25,977,778 shares of the Issuer’s Common Stock outstanding as of April 30, 2021, as set forth in the Form 10-Q.


CUSIP No. 69242L106    13D            

 

Explanatory Note:

This Amendment No 3. (“Amendment”) amends and supplements the Schedule 13D originally filed by the Reporting Persons with the United States Securities and Exchange Commission (the “Commission”) on November 14, 2019, as amended by Amendment No.1 filed with the Commission on March 1, 2021 and Amendment No. 2 filed with the Commission on April 5, 2021 (collectively the “Original Schedule 13D”). Only those items that are hereby reported are amended; all other items reported in the Original Schedule 13D remain unchanged. Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable. Capitalized terms not defined in this Amendment have the meanings ascribed to them in the Original Schedule 13D.

Item 5. Interest in Securities of the Issuer

Solely on behalf of, and only to the extent that it relates to the Reporting Persons, Item 5 of the Original Schedule 13D is hereby amended as follows:

(a) and (b) See Items 7-11 of the cover pages of this Amendment.

(c) On May 12, 2021, Versant IV effected a pro rata distribution without additional consideration of 320,340 shares of Common Stock to (i) LLC IV, its general partner and (ii) its limited partners. LLC IV then effected a pro rata distribution without additional consideration of the shares that it received in connection with such distribution to its members.

On May 12, 2021, Side Fund IV effected a pro rata distribution without additional consideration of 2,018 shares of Common Stock to its limited partners.


SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

May 24, 2021

 

Versant Venture Capital VI, L.P.
By:   Versant Ventures VI GP, L.P.
Its:   General Partner
By:   Versant Ventures VI GP-GP, LLC
Its:   General Partner
By:  

/s/ Robin L. Praeger

Versant Ventures VI GP, L.P.
By:   Versant Ventures VI GP-GP, LLC
Its:   General Partner
By:  

/s/ Robin L. Praeger

Versant Ventures VI GP-GP, LLC
By:  

/s/ Robin L. Praeger

Versant Vantage I, L.P.
By:   Versant Vantage I GP, L.P.
Its:   General Partner
By:   Versant Vantage I GP-GP, LLC
Its:   General Partner
By:  

/s/ Robin L. Praeger

Versant Vantage I GP, L.P.
By:   Versant Vantage I GP-GP, LLC
Its:   General Partner
By:  

/s/ Robin L. Praeger

Versant Vantage I GP-GP, LLC
By:  

/s/ Robin L. Praeger


Versant Venture Capital IV, L.P.
By:   Versant Ventures IV, LLC
Its:   General Partner
By:  

/s/ Robin L. Praeger

Versant Side Fund IV, L.P.
By:   Versant Ventures IV, LLC
Its:   General Partner
By:  

/s/ Robin L. Praeger

Versant Ventures IV, LLC
By:  

/s/ Robin L. Praeger