Dicerna Pharmaceuticals
Dicerna Pharmaceuticals Inc (Form: 3, Received: 01/29/2014 20:53:02)
FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

TREU JESSE I

2. Date of Event Requiring Statement (MM/DD/YYYY)
1/29/2014 

3. Issuer Name and Ticker or Trading Symbol

Dicerna Pharmaceuticals Inc [DRNA]

(Last)        (First)        (Middle)

C/O DOMAIN ASSOCIATES, LLC, ONE PALMER SQUARE

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

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

(Street)

PRINCETON, NJ 08542       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

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 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)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series B Preferred Stock     (1)   (1) Common Stock   476464     (1) I   By Domain Partners VIII, L.P.   (2)
Series C Preferred Stock     (1)   (1) Common Stock   1276243     (1) I   By Domain Partners VIII, L.P.   (2)
Warrant   1/29/2014   6/26/2018   Series C Preferred Stock   (1) 21041   $7.00   I   By Domain Partners VIII, L.P.   (2)
Series B Preferred Stock     (1)   (1) Common Stock   3535     (1) I   By DP VIII Associates, L.P.   (2)
Series C Preferred Stock     (1)   (1) Common Stock   9469     (1) I   By DP VIII Associates, L.P.   (2)
Warrant   1/29/2014   6/26/2018   Series C Preferred Stock   (1) 156   $7.00   I   By DP VIII Associates, L.P.   (2)

Explanation of Responses:
( 1)  All outstanding Preferred Stock will automatically convert into Common Stock upon the closing of the Issuer's initial public offering (the "IPO"), for no additional consideration. The Preferred Stock has no expiration date.
( 2)  The Reporting Person is a Managing Member of One Palmer Square Associates VIII, LLC, which is the sole general partner of Domain Partners VIII, L.P. and DP VIII Associates, L.P. Pursuant to Instruction (5)(b)(iv) of Form 3, the Reporting Person has elected to report as indirectly beneficially owned the entire number of securities beneficially owned by each such entity. The Reporting Person disclaims beneficial ownership of any securities, and any proceeds thereof, that exceed his or her pecuniary interest therein and/or that are not actually distributed to him or her.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
TREU JESSE I
C/O DOMAIN ASSOCIATES, LLC
ONE PALMER SQUARE
PRINCETON, NJ 08542

X


Signatures
/s/ Kathleen K. Schoemaker, Attorney-in-Fact 1/29/2014
** 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).
** 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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