SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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^*

FRIEDBERG ALBERT

(Last)

(First)

(Middle)

181 BAY STREET, SUITE 250

(Street)

TORONTO

M5J 2T3

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/09/2018

3. Issuer Name and Ticker or Trading Symbol
VACCINEX, INC. [ VCNX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	444,294	I	By FCMI Parent Co.⁽¹⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series D Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	439,555	⁽²⁾	D
Series A Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	37,633	⁽²⁾	I	By Pan-Atlantic Bank & Trust Ltd.⁽³⁾
Option (right to acquire)⁽⁴⁾	⁽⁴⁾	⁽⁴⁾	Common Stock	967,983	⁽⁴⁾	I	By FCMI Financial Corporation⁽⁵⁾
Series A Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	500,570	⁽²⁾	I	By FCMI Parent Co.⁽¹⁾
Series B Convertible Preferred Stock	⁽⁶⁾	⁽⁶⁾	Common Stock	599,957	⁽⁶⁾	I	By FCMI Parent Co.⁽¹⁾
Series B1 Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	204,145	⁽²⁾	I	By FCMI Parent Co.⁽¹⁾
Series B2 Convertible Preferred Stock	⁽⁷⁾	⁽⁷⁾	Common Stock	480,822	⁽⁷⁾	I	By FCMI Parent Co.⁽¹⁾
Series D Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	683,681	⁽²⁾	I	By FCMI Parent Co.⁽¹⁾

1. Name and Address of Reporting Person^*

FRIEDBERG ALBERT

(Last)

(First)

(Middle)

181 BAY STREET, SUITE 250

(Street)

TORONTO

M5J 2T3

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

FCMI Parent Co.

(Last)

(First)

(Middle)

181 BAY STREET

SUITE 250

(Street)

TORONTO

M5J 2T3

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Albert D. Friedberg is the majority owner, a director and the president of FCMI Parent Co. Mr. Friedberg disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

2. The reported securities will convert into shares of Common Stock on a 1-for-10 basis immediately prior to the consummation of the Issuer's initial public offering.

3. Mr. Friedberg is the majority owner of Pan Atlantic Bank & Trust Ltd. Mr. Friedberg disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

4. Limited partnership units of Vaccinex Products, LP, which are exchangeable into shares of Common Stock on a 1-for-10 basis at the holder's option.

5. FCMI Financial Corp. is a wholly owned subsidiary of FCMI Parent Co. Mr. Friedberg disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

6. The reported securities will convert into shares of Common Stock on a 0.1641-for-1 basis immediately prior to the consummation of the Issuer's initial public offering.

7. The reported securities will convert into shares of Common Stock on a 0.124-for-1 basis immediately prior to the consummation of the Issuer's initial public offering.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	/s/ Scott E. Royer, Attorney-in-Fact	08/09/2018
	FCMI PARENT CO. BY: /s/ Dan Scheiner, Vice President	08/09/2018
	** 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 5 (b)(v).
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