Immune Design
Immune Design Corp. (Form: 3, Received: 10/30/2017 16:50:07)
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 *

PONOI CAPITAL, LP

2. Date of Event Requiring Statement (MM/DD/YYYY)
10/27/2017 

3. Issuer Name and Ticker or Trading Symbol

Immune Design Corp. [IMDZ]

(Last)        (First)        (Middle)

1700 OWENS STREET, SUITE 500

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

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

(Street)

SAN FRANCISCO, CA 94158       

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

 

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   2681000   D   (1)  

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

Explanation of Responses:
(1)  Reflects the purchase of shares in the follow-on offering of Common Stock of Immune Design Corp. that closed on October 27, 2017. The shares are directly held by Ponoi Capital, LP ("Ponoi LP") and indirectly held by Ponoi Management, LLC ("Ponoi LLC") the general partner of Ponoi LP. Ponoi LLC has voting and dispositive power with respect to the shares. The individual managing partners of Ponoi LLC are Peter Svennilson, David Goeddel and Tim Kutzkey, who may be deemed to have shared voting and dispositive power with respect to the shares. Each individual managing partner disclaims beneficial ownership of the shares, except to the extent of his pecuniary interest in such shares.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
PONOI CAPITAL, LP
1700 OWENS STREET, SUITE 500
SAN FRANCISCO, CA 94158

X

Ponoi Management, LLC
1700 OWENS STREET, SUITE 500
SAN FRANCISCO, CA 94158

X

Kutzkey Tim
1700 OWENS STREET, SUITE 500
SAN FRANCISCO, CA 94158

X


Signatures
PONOI CAPITAL, LP, /s/ Peter Svennilson, Name: Peter Svennilson, Managing Partner 10/30/2017
** Signature of Reporting Person Date

PONOI MANAGEMENT, LLC, /s/ Peter Svennilson, Name: Peter Svennilson, Managing Partner 10/30/2017
** Signature of Reporting Person Date

TIM KUTZKEY, /s/ Tim Kutzkey, Name: Tim Kutzkey 10/30/2017
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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