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*
Hirsch David

(Last) (First) (Middle)
C/O LONGITUDE CAPITAL PARTNERS, LLC
2740 SAND HILL ROAD, 2ND FLOOR

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
COLLEGIUM PHARMACEUTICAL, INC [ COLL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/24/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
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 05/24/2018 A 2,253(1) A $0 27,193(2) D
Common Stock 15,208(3) I By: Longitude Capital Associates, L.P.(4)
Common Stock 758,742(5) I By: Longitude Venture Partners, L.P.(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
Stock Option (Right to Purchase) $24.95 05/24/2018 A 4,506 (6) 05/24/2028 Common Stock 4,506 $0 4,506 D
Explanation of Responses:
1. Reflects the grant of restricted stock units. Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock. The restricted stock units vest on May 24, 2019, subject to the director's continued service with the issuer. The restricted stock units will be settled on such date in shares of the issuer's common stock.
2. Includes 24,940 shares received in distributions from Longitude Venture Partners, L.P. ("LVP") and Longitude Capital Associates, L.P. ("LCA").
3. Reflects 30,412 shares distributed by LCA to its limited partners. In prior reports, the reporting person reported indirect beneficial ownership of 45,620 shares of common stock of the issuer held by LCA.
4. Longitude Capital Partners, LLC ("LCP") is the general partner of LVP and LCA. The reporting person is a member of LCP, has the power to vote and dispose of the securities of the issuer held by each of LVP and LCA, and may be deemed to have beneficial ownership of such securities. The reporting person disclaims beneficial ownership of the securities of the issuer held by LVP and LCA except to the extent of his pecuniary interest therein.
5. Reflects 1,517,480 shares distributed by LVP to its limited partners. In prior reports, the reporting person reported indirect beneficial ownership of 2,276,222 shares of common stock of the issuer held by LVP.
6. The option vests and becomes exercisable on May 24, 2019, subject to the director's continued service with the issuer.
Remarks:
/s/ Paul Brannelly as Attorney-In-Fact For David Hirsch 05/29/2018
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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