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Lampert Mark N, et al. – ‘4’ for 1/16/20 re: Merus N.V.

On:  Tuesday, 1/21/20, at 5:21pm ET   ·   For:  1/16/20   ·   Accession #:  921895-20-144   ·   File #:  1-37773

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 1/21/20  Lampert Mark N                    4                      1:17K  Merus N.V.                        Olshan Frome Wolosky LLP
          BVF Inc./IL
          BVF Partners OS Ltd.
          Biotechnology Value Trading Fund OS LP
          Biotechnology Value Fund II LP
          Biotechnology Value Fund LP
          BVF Partners LP/IL

Statement of Changes in Beneficial Ownership of Securities by an Insider   —   Form 4   —   SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 4           Ownership Document --                               HTML      3K 
                form407422010_01212020.xml/3.6


        

This ‘4’ Document is an XML Data File that may be rendered in various formats:

  Form 4    –   Plain Text   –  SEC Website  –  EDGAR System  –    XML Data    –  <?xml?> File
 
 
SEC Info℠ rendering:  Ownership Document
 
FORM 4UNITED 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*
BVF PARTNERS L P/IL
(Last)(First)(Middle)
44 MONTGOMERY ST.
40TH FL
(Street)
SAN FRANCISCOCA94104
(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
Merus N.V. [ MRUS ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
1/16/20
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
XForm 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)
CodeVAmount(A) or (D)Price
Common Shares, (euro)0.09 nominal value per share (1) 1/16/20P 146,442A$16.151,804,105D (2)
Common Shares, (euro)0.09 nominal value per share (1) 1/16/20P 112,561A$16.151,386,889D (3)
Common Shares, (euro)0.09 nominal value per share (1) 1/16/20P 19,727A$16.15244,303D (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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
BVF PARTNERS L P/IL
(Last)(First)(Middle)
44 MONTGOMERY ST.
40TH FL
(Street)
SAN FRANCISCOCA94104
(City)(State)(Zip)
1. Name and Address of Reporting Person*
BIOTECHNOLOGY VALUE FUND L P
(Last)(First)(Middle)
44 MONTGOMERY STREET
40TH FL
(Street)
SAN FRANCISCOCA94104
(City)(State)(Zip)
1. Name and Address of Reporting Person*
BIOTECHNOLOGY VALUE FUND II LP
(Last)(First)(Middle)
44 MONTGOMERY STREET
40TH FL
(Street)
SAN FRANCISCOCA94104
(City)(State)(Zip)
1. Name and Address of Reporting Person*
Biotechnology Value Trading Fund OS LP
(Last)(First)(Middle)
P.O. BOX 309 UGLAND HOUSE
(Street)
GRAND CAYMANE9KY1-1104
(City)(State)(Zip)
1. Name and Address of Reporting Person*
BVF Partners OS Ltd.
(Last)(First)(Middle)
P.O. BOX 309 UGLAND HOUSE
(Street)
GRAND CAYMANE9KY1-1104
(City)(State)(Zip)
1. Name and Address of Reporting Person*
BVF INC/IL
(Last)(First)(Middle)
44 MONTGOMERY STREET
40TH FL
(Street)
SAN FRANCISCOCA94104
(City)(State)(Zip)
1. Name and Address of Reporting Person*
LAMPERT MARK N
(Last)(First)(Middle)
44 MONTGOMERY STREET
40TH FL
(Street)
SAN FRANCISCOCA94104
(City)(State)(Zip)
Explanation of Responses:
(1)  This Form 4 is filed jointly by Biotechnology Value Fund, L.P. ("BVF"), Biotechnology Value Fund II, L.P. ("BVF2"), Biotechnology Value Trading Fund OS LP ("Trading Fund OS"), BVF Partners OS Ltd. ("Partners OS"), BVF Partners L.P. ("Partners"), BVF Inc. and Mark N. Lampert (collectively, the "Reporting Persons"). Each of the Reporting Persons is a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding Common Shares, (euro)0.09 nominal value per share. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
(2)  Securities owned directly by BVF. As the general partner of BVF, Partners may be deemed to beneficially own the securities owned directly by BVF. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by BVF. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by BVF.
(3)  Securities owned directly by BVF2. As the general partner of BVF2, Partners may be deemed to beneficially own the securities owned directly by BVF2. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by BVF2. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by BVF2.
(4)  Securities owned directly by Trading Fund OS. As the general partner of Trading Fund OS, Partners OS may be deemed to beneficially own the securities owned directly by Trading Fund OS. As the investment manager of Trading Fund OS and the sole member of Partners OS, Partners may be deemed to beneficially own the securities owned directly by Trading Fund OS. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by Trading Fund OS. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by Trading Fund OS.
BVF Partners L.P., By: BVF Inc., its general partner, By: /s/ Mark N. Lampert, President 1/21/20
Biotechnology Value Fund, L.P., By: BVF Partners L.P., its general partner, By: BVF Inc., its general partner, By: /s/ Mark N. Lampert, President 1/21/20
Biotechnology Value Fund II, L.P., By: BVF Partners L.P., its general partner, By: BVF Inc., its general partner, By: /s/ Mark N. Lampert, President 1/21/20
BVF Partners OS Ltd., By: BVF Partners L.P., its sole member, By: BVF Inc., its general partner, By: /s/ Mark N. Lampert, President 1/21/20
Biotechnology Value Trading Fund OS LP, By: BVF Partners L.P., its investment manager, BVF Inc., its general partner, By: /s/ Mark N. Lampert, President 1/21/20
BVF Inc., By: /s/ Mark N. Lampert, President 1/21/20
/s/ Mark N. Lampert 1/21/20
** Signature of Reporting PersonDate
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.
____________
Transaction Code:
    P    Open market or private purchase of non-derivative or derivative security.

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