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*
JOHNSON & JOHNSON

(Last) (First) (Middle)
ONE JOHNSON & JOHNSON PLAZA

(Street)
NEW BRUNSWICK NJ 08933

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Protagonist Therapeutics, Inc [ PTGX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/16/2016
4. 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 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 08/16/2016 C 965,517(2) A (1) 965,517 I By Johnson & Johnson Innovation - JJDC, Inc.(3)
Common Stock 08/16/2016 C 900,333(2) A (1) 1,865,850 I By Johnson & Johnson Innovation - JJDC, Inc.(3)
Common Stock 08/16/2016 P 583,333 A $12 2,449,183 I By Johnson & Johnson Innovation - JJDC, Inc.(3)
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
Series B Preferred Stock (1) 08/16/2016 C 14,000,000 (1) (1) Common Stock 965,517(2) $0 0 I By Johnson & Johnson Innovation - JJDC, Inc.(3)
Series C Preferred Stock (1) 08/16/2016 C 13,054,830 (1) (1) Common Stock 900,333(2) $0 0 I By Johnson & Johnson Innovation - JJDC, Inc.(3)
1. Name and Address of Reporting Person*
JOHNSON & JOHNSON

(Last) (First) (Middle)
ONE JOHNSON & JOHNSON PLAZA

(Street)
NEW BRUNSWICK NJ 08933

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Johnson & Johnson Innovation - JJDC, Inc.

(Last) (First) (Middle)
ONE JOHNSON & JOHNSON PLAZA

(Street)
NEW BRUNSWICK NJ 08933

(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. Each share of the Issuer's Series B Preferred Stock and Series C Preferred Stock automatically converted into the Issuer's Common Stock on a 1-for-14.5 basis at the closing of the Issuer's initial public offering and had no expiration date.
2. The number of shares of Common Stock reflects a 1-for-14.5 reverse stock split, which became effective on August 1, 2016. Pursuant to the reverse stock split, every 14.5 shares of Series B Preferred Stock and Series C Preferred Stock converted into one share of Common Stock at the closing of the Issuer's initial public offering, for no additional consideration.
3. The securities reported as being indirectly beneficially owned by the designated Reporting Person are directly beneficially owned by Johnson & Johnson Innovation - JJDC, Inc., a wholly-owned subsidiary of the designated Reporting Person.
Remarks:
Thomas Spellman III, Secretary of Johnson & Johnson 08/18/2016
Steven M. Rosenberg, Secretary of Johnson & Johnson Innovation - JJDC, Inc. 08/18/2016
** 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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