SC 13G

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.     )*

 

 

Chiasma, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

16706W 10 2

(CUSIP Number)

December 31, 2015

(Date of Event Which Requires Filing of This Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-1(b)

¨ Rule 13d-1(c)

x Rule 13d-1(d)

 

* 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 the disclosures provided in a prior cover page.

The information required in 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 (however, see the Notes).

 

 

 


CUSIP No. 16706W 10 2  

 

  1.   

Name of Reporting Persons

 

MPM BioVentures IV-QP, L.P.

  2.  

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

 

(a)  ¨        (b)  x

  3.  

SEC USE ONLY

 

  4.  

Citizenship or Place of Organization

 

Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person With:

   5.    

Sole Voting Power

 

5,216,482*

   6.   

Shared Voting Power

 

0

   7.   

Sole Dispositive Power

 

5,216,482*

   8.   

Shared Dispositive Power

 

0

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

5,216,482*

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 

11.  

Percent of Class Represented by Amount in Row (9)

 

20.6%

12.  

Type of Reporting Person (See Instructions)

 

PN

 

* Includes 1,248,224 shares of Common Stock issuable pursuant to warrants, which are exercisable within 60 days of the date of this filing.

 

Page 2 of 17


CUSIP No. 16706W 10 2  

 

  1.   

Name of Reporting Persons

 

MPM BioVentures IV GmbH & Co. Beteiligungs KG

  2.  

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

 

(a)  ¨        (b)  x

  3.  

SEC USE ONLY

 

  4.  

Citizenship or Place of Organization

 

Germany

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person With:

   5.    

Sole Voting Power

 

200,973*

   6.   

Shared Voting Power

 

0

   7.   

Sole Dispositive Power

 

200,973*

   8.   

Shared Dispositive Power

 

0

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

200,973*

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 

11.  

Percent of Class Represented by Amount in Row (9)

 

0.8%

12.  

Type of Reporting Person (See Instructions)

 

PN

 

* Includes 48,089 shares of Common Stock issuable pursuant to warrants, which are exercisable within 60 days of the date of this filing.

 

Page 3 of 17


CUSIP No. 16706W 10 2  

 

  1.   

Name of Reporting Persons

 

MPM Asset Management Investors BV4 LLC

  2.  

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

 

(a)  ¨        (b)  x

  3.  

SEC USE ONLY

 

  4.  

Citizenship or Place of Organization

 

Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person With:

   5.    

Sole Voting Power

 

148,332*

   6.   

Shared Voting Power

 

0

   7.   

Sole Dispositive Power

 

148,332*

   8.   

Shared Dispositive Power

 

0

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

148,332*

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 

11.  

Percent of Class Represented by Amount in Row (9)

 

0.6%

12.  

Type of Reporting Person (See Instructions)

 

OO

 

* Includes 35,492 shares of Common Stock issuable pursuant to warrants, which are exercisable within 60 days of the date of this filing.

 

Page 4 of 17


CUSIP No. 16706W 10 2  

 

  1.   

Name of Reporting Persons

 

MPM Bio IV NVS Strategic Fund, L.P.

  2.  

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

 

(a)  ¨        (b)  x

  3.  

SEC USE ONLY

 

  4.  

Citizenship or Place of Organization

 

Bermuda

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person With:

   5.    

Sole Voting Power

 

1,552,960*

   6.   

Shared Voting Power

 

0

   7.   

Sole Dispositive Power

 

1,552,960*

   8.   

Shared Dispositive Power

 

0

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

1,552,960*

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 

11.  

Percent of Class Represented by Amount in Row (9)

 

6.1%

12.  

Type of Reporting Person (See Instructions)

 

PN

 

* Includes 105,398 shares of Common Stock issuable pursuant to warrants, which are exercisable within 60 days of the date of this filing.

 

Page 5 of 17


CUSIP No. 16706W 10 2  

 

  1.   

Name of Reporting Persons

 

MPM BioVentures IV GP LLC

  2.  

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

 

(a)  ¨         (b)  x

  3.  

SEC USE ONLY

 

  4.  

Citizenship or Place of Organization

 

Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person With:

   5.    

Sole Voting Power

 

0

   6.   

Shared Voting Power

 

6,970,415*

   7.   

Sole Dispositive Power

 

0

   8.   

Shared Dispositive Power

 

6,970,415*

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

6,970,415*

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 

11.  

Percent of Class Represented by Amount in Row (9)

 

27.5%

12.  

Type of Reporting Person (See Instructions)

 

PN

 

* Consists of 3,968,258 shares of Common Stock and 1,248,224 shares of Common Stock issuable upon exercise of warrants held by MPM BioVentures IV-QP, L.P. (“BV IV QP”), 152,884 shares of Common Stock and 48,089 shares of Common Stock issuable upon exercise of warrants held by MPM BioVentures IV GmbH & Co. Beteiligungs KG (“BV KG”) and 1,447,562 shares of Common Stock and 105,398 shares of Common Stock issuable upon exercise of warrants held by MPM Bio IV NVS Strategic Fund, L.P. (“BV SF”). The warrants listed above are exercisable within 60 days of the date of this filing. The Reporting Person is the direct general partner of BV IV QP, BV KG and BV SF.

 

Page 6 of 17


CUSIP No. 16706W 10 2  

 

  1.   

Name of Reporting Persons

 

MPM BioVentures IV LLC

  2.  

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

 

(a)  ¨         (b)  x

  3.  

SEC USE ONLY

 

  4.  

Citizenship or Place of Organization

 

Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person With:

   5.    

Sole Voting Power

 

0

   6.   

Shared Voting Power

 

7,118,747*

   7.   

Sole Dispositive Power

 

0

   8.   

Shared Dispositive Power

 

7,118,747*

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

7,118,747*

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 

11.  

Percent of Class Represented by Amount in Row (9)

 

28.1%

12.  

Type of Reporting Person (See Instructions)

 

OO

 

* Consists of 3,968,258 shares of Common Stock and 1,248,224 shares of Common Stock issuable upon exercise of warrants held by BV IV QP, 152,884 shares of Common Stock and 48,089 shares of Common Stock issuable upon exercise of warrants held by BV KG, 1,447,562 shares of Common Stock and 105,398 shares of Common Stock issuable upon exercise of warrants held by BV SF and 112,840 shares of Common Stock and 35,492 shares of Common Stock issuable upon exercise of warrants held by MPM Asset Management Investors BV4 LLC (“AM BV4”). The warrants listed above are exercisable within 60 days of the date of this filing. The Reporting Person is the indirect general partner of BV IV QP, BV KG and BV SF and the manager of AM BV4.

 

Page 7 of 17


CUSIP No. 16706W 10 2  

 

  1.   

Name of Reporting Persons

 

Luke Evnin

  2.  

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

 

(a)  ¨        (b)  x

  3.  

SEC USE ONLY

 

  4.  

Citizenship or Place of Organization

 

United States

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person With:

   5.    

Sole Voting Power

 

0

   6.   

Shared Voting Power

 

7,118,747*

   7.   

Sole Dispositive Power

 

0

   8.   

Shared Dispositive Power

 

7,118,747*

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

7,118,747*

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 

11.  

Percent of Class Represented by Amount in Row (9)

 

28.1%

12.  

Type of Reporting Person (See Instructions)

 

IN

 

* Consists of 3,968,258 shares of Common Stock and 1,248,224 shares of Common Stock issuable upon exercise of warrants held by BV IV QP, 152,884 shares of Common Stock and 48,089 shares of Common Stock issuable upon exercise of warrants held by BV KG, 1,447,562 shares of Common Stock and 105,398 shares of Common Stock issuable upon exercise of warrants held by BV SF and 112,840 shares of Common Stock and 35,492 shares of Common Stock issuable upon exercise of warrants held by AM BV4. MPM BioVentures IV GP LLC (“MPM IV GP”) and MPM BioVentures IV LLC (“MPM IV LLC”) are the direct and indirect general partners of BV IV QP, BV KG and BV SF and MPM IV LLC is the manager of AM BV4. The Reporting Person is a member of MPM IV LLC.

 

Page 8 of 17


CUSIP No. 16706W 10 2  

 

  1.   

Name of Reporting Persons

 

Ansbert Gadicke

  2.  

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

 

(a)  ¨        (b)  x

  3.  

SEC USE ONLY

 

  4.  

Citizenship or Place of Organization

 

United States

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person With:

   5.    

Sole Voting Power

 

0

   6.   

Shared Voting Power

 

7,118,747*

   7.   

Sole Dispositive Power

 

0

   8.   

Shared Dispositive Power

 

7,118,747*

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

7,118,747*

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 

11.  

Percent of Class Represented by Amount in Row (9)

 

28.1%

12.  

Type of Reporting Person (See Instructions)

 

IN

 

* Consists of 3,968,258 shares of Common Stock and 1,248,224 shares of Common Stock issuable upon exercise of warrants held by BV IV QP, 152,884 shares of Common Stock and 48,089 shares of Common Stock issuable upon exercise of warrants held by BV KG, 1,447,562 shares of Common Stock and 105,398 shares of Common Stock issuable upon exercise of warrants held by BV SF and 112,840 shares of Common Stock and 35,492 shares of Common Stock issuable upon exercise of warrants held by AM BV4. MPM IV GP and MPM IV LLC are the direct and indirect general partners of BV IV QP, BV KG and BV SF and MPM IV LLC is the manager of AM BV4. The Reporting Person is a member of MPM IV LLC.

 

Page 9 of 17


CUSIP No. 16706W 10 2  

 

  1.   

Name of Reporting Persons

 

Vaughn M. Kailian

  2.  

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

 

(a)  ¨        (b)  x

  3.  

SEC USE ONLY

 

  4.  

Citizenship or Place of Organization

 

United States

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person With:

   5.    

Sole Voting Power

 

0

   6.   

Shared Voting Power

 

7,118,747*

   7.   

Sole Dispositive Power

 

0

   8.   

Shared Dispositive Power

 

7,118,747*

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

7,118,747*

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 

11.  

Percent of Class Represented by Amount in Row (9)

 

28.1%

12.  

Type of Reporting Person (See Instructions)

 

IN

 

* Consists of 3,968,258 shares of Common Stock and 1,248,224 shares of Common Stock issuable upon exercise of warrants held by BV IV QP, 152,884 shares of Common Stock and 48,089 shares of Common Stock issuable upon exercise of warrants held by BV KG, 1,447,562 shares of Common Stock and 105,398 shares of Common Stock issuable upon exercise of warrants held by BV SF and 112,840 shares of Common Stock and 35,492 shares of Common Stock issuable upon exercise of warrants held by AM BV4. MPM IV GP and MPM IV LLC are the direct and indirect general partners of BV IV QP, BV KG and BV SF and MPM IV LLC is the manager of AM BV4. The Reporting Person is a member of MPM IV LLC.

 

Page 10 of 17


CUSIP No. 16706W 10 2  

 

  1.   

Name of Reporting Persons

 

James Paul Scopa

  2.  

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

 

(a)  ¨        (b)  x

  3.  

SEC USE ONLY

 

  4.  

Citizenship or Place of Organization

 

United States

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person With:

   5.    

Sole Voting Power

 

0

   6.   

Shared Voting Power

 

7,118,747*

   7.   

Sole Dispositive Power

 

0

   8.   

Shared Dispositive Power

 

7,118,747*

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

7,118,747*

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 

11.  

Percent of Class Represented by Amount in Row (9)

 

28.1%

12.  

Type of Reporting Person (See Instructions)

 

IN

 

* Consists of 3,968,258 shares of Common Stock and 1,248,224 shares of Common Stock issuable upon exercise of warrants held by BV IV QP, 152,884 shares of Common Stock and 48,089 shares of Common Stock issuable upon exercise of warrants held by BV KG, 1,447,562 shares of Common Stock and 105,398 shares of Common Stock issuable upon exercise of warrants held by BV SF and 112,840 shares of Common Stock and 35,492 shares of Common Stock issuable upon exercise of warrants held by AM BV4. MPM IV GP and MPM IV LLC are the direct and indirect general partners of BV IV QP, BV KG and BV SF and MPM IV LLC is the manager of AM BV4. The Reporting Person is a member of MPM IV LLC.

 

Page 11 of 17


CUSIP No. 16706W 10 2  

 

  1.   

Name of Reporting Persons

 

Todd Foley

  2.  

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

 

(a)  ¨        (b)  x

  3.  

SEC USE ONLY

 

  4.  

Citizenship or Place of Organization

 

United States

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person With:

   5.    

Sole Voting Power

 

0

   6.   

Shared Voting Power

 

7,118,747*

   7.   

Sole Dispositive Power

 

0

   8.   

Shared Dispositive Power

 

7,118,747*

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

7,118,747*

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 

11.  

Percent of Class Represented by Amount in Row (9)

 

28.1%

12.  

Type of Reporting Person (See Instructions)

 

IN

 

* Consists of 3,968,258 shares of Common Stock and 1,248,224 shares of Common Stock issuable upon exercise of warrants held by BV IV QP, 152,884 shares of Common Stock and 48,089 shares of Common Stock issuable upon exercise of warrants held by BV KG, 1,447,562 shares of Common Stock and 105,398 shares of Common Stock issuable upon exercise of warrants held by BV SF and 112,840 shares of Common Stock and 35,492 shares of Common Stock issuable upon exercise of warrants held by AM BV4. MPM IV GP and MPM IV LLC are the direct and indirect general partners of BV IV QP, BV KG and BV SF and MPM IV LLC is the manager of AM BV4. The Reporting Person is a member of MPM IV LLC.

 

Page 12 of 17


Item 1.

 

  (a) Name of Issuer

Chiasma, Inc.

 

  (b) Address of Issuer’s Principal Executive Offices

831 Beacon Street, Suite 313

Newton Centre, MA 02459

Item 2.

 

  (a) Name of Person Filing

MPM BioVentures IV-QP, L.P.

MPM BioVentures IV GmbH & Co. Beteiligungs KG

MPM Asset Management Investors BV4 LLC

MPM Bio IV NVS Strategic Fund, L.P.

MPM BioVentures IV GP LLC

MPM BioVentures IV LLC

Luke Evnin

Ansbert Gadicke

Vaughn M. Kailian

James Paul Scopa

Todd Foley

 

  (b) Address of Principal Business Office or, if none, Residence

c/o MPM Capital LLC

450 Kendall Street

Cambridge, MA 02142

 

  (c) Citizenship

All entities were organized in Delaware except MPM BioVentures IV GmbH & Co. Beteiligungs KG, which was organized in Germany and MPM Bio IV NVS Strategic Fund, L.P., which was organized in Bermuda. The individuals are all United States citizens.

 

  (d) Title of Class of Securities

Common Stock

 

  (e) CUSIP Number

16706W 10 2

 

Item 3. If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:

Not applicable

 

Page 13 of 17


Item 4. Ownership

 

MPM Entity

   Shares
Held
Directly
     Shares
Issuable
Upon
Exercise of
Warrants
Held
Directly
     Sole Voting
Power
     Shared
Voting
Power
     Sole
Dispositive
Power
     Shared
Dispositive
Power
     Beneficial
Ownership
     Percentage
of Class
 

BV IV QP

     3,968,258         1,248,224         5,216,482         0         5,216,482         0         5,216,482         20.6

BV KG

     152,884         48,089         200,973         0         200,973         0         200,973         0.8

BV SF

     1,447,562         105,398         1,552,960         0         1,552,960         0         1,552,960         6.1

AM BV4

     112,840         35,492         148,332         0         148,332         0         148,332         0.6

BV IV GP(1)

     0         0         0         6,970,415         0         6,970,415         6,970,415         27.5

BV IV LLC(2)

     0         0         0         7,118,747         0         7,118,747         7,118,747         28.1

Luke Evnin(3)

     0         0         0         7,118,747         0         7,118,747         7,118,747         28.1

Ansbert Gadicke(3)

     0         0         0         7,118,747         0         7,118,747         7,118,747         28.1

Vaughn M. Kailian (3)

     0         0         0         7,118,747         0         7,118,747         7,118,747         28.1

James Paul Scopa(3)

     0         0         0         7,118,747         0         7,118,747         7,118,747         28.1

Todd Foley(3)

     0         0         0         7,118,747         0         7,118,747         7,118,747         28.1

 

(1) Consists of 3,968,258 shares of Common Stock and 1,248,224 shares of Common Stock issuable upon exercise of warrants held by BV IV QP, 152,884 shares of Common Stock and 48,089 shares of Common Stock issuable upon exercise of warrants held by BV KG and 1,447,562 shares of Common Stock and 105,398 shares of Common Stock issuable upon exercise of warrants held by BV SF. The warrants listed above are exercisable within 60 days of the date of this filing. The Reporting Person is the direct general partner of BV IV QP and BV KG.
(2) Consists of 3,968,258 shares of Common Stock and 1,248,224 shares of Common Stock issuable upon exercise of warrants held by BV IV QP, 152,884 shares of Common Stock and 48,089 shares of Common Stock issuable upon exercise of warrants held by BV KG, 1,447,562 shares of Common Stock and 105,398 shares of Common Stock issuable upon exercise of warrants held by BV SF and 112,840 shares of Common Stock and 35,492 shares of Common Stock issuable upon exercise of warrants held by AM BV4.The warrants listed above are exercisable within 60 days of the date of this filing. The Reporting Person is the indirect general partner of BV IV QP and BV KG and the manager of AM BV4.
(3) Consists of 3,968,258 shares of Common Stock and 1,248,224 shares of Common Stock issuable upon exercise of warrants held by BV IV QP, 152,884 shares of Common Stock and 48,089 shares of Common Stock issuable upon exercise of warrants held by BV KG, 1,447,562 shares of Common Stock and 105,398 shares of Common Stock issuable upon exercise of warrants held by BV SF and 112,840 shares of Common Stock and 35,492 shares of Common Stock issuable upon exercise of warrants held by AM BV4. MPM IV GP and MPM IV LLC are the direct and indirect general partners of BV IV QP, BV KG and BV SF and MPM IV LLC is the manager of AM BV4. The Reporting Person is a member of MPM IV LLC.

 

Item 5. Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ¨.

 

Item 6. Ownership of More than Five Percent on Behalf of Another Person

Not Applicable

 

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

Not Applicable

 

Page 14 of 17


Item 8. Identification and Classification of Members of the Group

Not Applicable

 

Item 9. Notice of Dissolution of a Group

Not Applicable

 

Item 10. Certification

Not Applicable

 

Page 15 of 17


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.

Dated: February 9, 2016

 

MPM BIOVENTURES IV-QP, L.P.      MPM BIOVENTURES IV GMBH & CO. BETEILIGUNGS KG
By:  

MPM BioVentures IV GP LLC,

its General Partner

     By:   

MPM BioVentures IV GP LLC,

in its capacity as the Managing Limited Partner

By:

 

MPM BioVentures IV LLC,

its Managing Member

     By:   

MPM BioVentures IV LLC,

its Managing Member

By:  

/s/ Luke Evnin

     By:   

/s/ Luke Evnin

 

Name: Luke Evnin

Title: Member

       

Name: Luke Evnin

Title: Member

MPM ASSET MANAGEMENT INVESTORS BV4 LLC        
By:  

MPM BioVentures IV LLC

its Manager

       
By:  

/s/ Luke Evnin

       
  Name: Luke Evnin        
  Title: Member        
MPM BIOVENTURES IV GP LLC      MPM BIOVENTURES IV LLC
By:   MPM BioVentures IV LLC,      By:   

/s/ Luke Evnin

  its Managing Member        

Name: Luke Evnin

Title: Member

By:  

/s/ Luke Evnin

       
 

Name: Luke Evnin

Title: Member

       
By:  

/s/ Luke Evnin

     By:   

/s/ Ansbert Gadicke

  Name: Luke Evnin         Name: Ansbert Gadicke
By:  

/s/ Vaughn M. Kailian

     By:   

/s/ James Paul Scopa

  Name: Vaughn M. Kailian         Name: James Paul Scopa
By:  

/s/ Todd Foley

       
  Name: Todd Foley        

EXHIBITS

 

A: Joint Filing Agreement

 

Page 16 of 17

EX-99.A

EXHIBIT A

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock of Chiasma, Inc. and further agree that this agreement be included as an exhibit to such filing. Each party to the agreement expressly authorizes each other party to file on its behalf any and all amendments to such statement. Each party to this agreement agrees that this joint filing agreement may be signed in counterparts.

In evidence whereof, the undersigned have caused this Agreement to be executed on their behalf this 9th day of February, 2016.

 

MPM BIOVENTURES IV-QP, L.P.      MPM BIOVENTURES IV GMBH & CO. BETEILIGUNGS KG
By:  

MPM BioVentures IV GP LLC,

its General Partner

     By:   

MPM BioVentures IV GP LLC,

in its capacity as the Managing Limited Partner

By:  

MPM BioVentures IV LLC,

its Managing Member

     By:   

MPM BioVentures IV LLC,

its Managing Member

By:  

/s/ Luke Evnin

     By:   

/s/ Luke Evnin

 

Name: Luke Evnin

Title: Member

       

Name: Luke Evnin

Title: Member

MPM ASSET MANAGEMENT INVESTORS BV4 LLC        
By:  

MPM BioVentures IV LLC

its Manager

       
By:  

/s/ Luke Evnin

       
 

Name: Luke Evnin

Title: Member

       
MPM BIOVENTURES IV GP LLC      MPM BIOVENTURES IV LLC
By:   MPM BioVentures IV LLC,      By:   

/s/ Luke Evnin

  its Managing Member        

Name: Luke Evnin

Title: Member

By:  

/s/ Luke Evnin

       
 

Name: Luke Evnin

Title: Member

       
By:  

/s/ Luke Evnin

     By:   

/s/ Ansbert Gadicke

  Name: Luke Evnin         Name: Ansbert Gadicke
By:  

/s/ Vaughn M. Kailian

     By:   

/s/ James Paul Scopa

  Name: Vaughn M. Kailian         Name: James Paul Scopa
By:  

/s/ Todd Foley

       
  Name: Todd Foley        

 

 

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