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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
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*
GLAXOSMITHKLINE PLC

(Last) (First) (Middle)
980 GREAT WEST ROAD

(Street)
BRENTFORD MIDDLESEX X0 TW8 9GS

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Morphic Holding, Inc. [ MORF ]
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)
07/01/2019
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 07/01/2019 C 1,469,950 A (2) 1,469,950 I See Footnote(4)
Common Stock 07/01/2019 C 830,489 A (3) 2,300,439 I See Footnote(4)
Common Stock 07/01/2019 P 333,333(1) A $15 2,633,772 I See Footnote(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
Series A preferred stock (2) 07/01/2019 C 1,469,950 (2) (2) Common Stock 1,469,950 $0 0 I See Footnote(4)
Series B preferred stock (2) 07/01/2019 C 830,489 (3) (3) Common Stock 830,489 $0 0 I See Footnote(4)
Explanation of Responses:
1. S.R. One, Limited acquired 333,333 common shares of the Issuer in connection with the Issuer's initial public offering.
2. Each share of the Issuer's Series A Preferred Stock automatically converted into one share of the Issuer's Common Stock on July 1, 2019 in connection with the closing of the Issuer's sale of its Common Stock in its initial public offering (the 'IPO") pursuant to a registration statement on Form S-1 (File No. 333-231837) under the Securities Act of 1933, as amended (the "Registration Statement"), and had no expiration date..
3. Each share of the Issuer's Series B Preferred Stock automatically converted into one share of the Issuer's Common Stock on July 1, 2019 in connection with the closing of the Issuer's sale of its Common Stock in IPO pursuant to the Registration Statement, and had no expiration date.
4. The shares reported herein are held of record by S.R. One, Limited, an indirect,wholly-owned subsidiary of GlaxoSmithKline plc (the "Reporting Person").
/s/ Victoria Whyte 07/02/2019
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.