SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Schedule 13G
(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d)
AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)

(Amendment No. ___________)*

 

 

Karyopharm Therapeutics Inc.

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

48576U106

(CUSIP Number)

 

November 6, 2013

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

¨Rule 13d-1(b)

 

xRule 13d-1(c)

 

¨Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

(Continued on following pages)

 

 

 

Page 1 of 16

 

Exhibit Index on Page 14

 

 
 

 

CUSIP #48576U106 Page 2 of 16

 

 

1 NAME OF REPORTING PERSONS
Foresite Capital Fund I, L.P. (“FCF I”)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
¨    (b) x
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING

PERSON
WITH
5 SOLE VOTING POWER
1,585,743 shares, except that Foresite Capital Management I, LLC (“FCM I”), the general partner of FCF I, may be deemed to have sole power to vote these shares, and James Tananbaum (“Tananbaum”), the managing member of FCM I, may be deemed to have sole power to vote these shares.
6 SHARED VOTING POWER
See response to row 5.
7 SOLE DISPOSITIVE POWER
1,585,743 shares, except that FCM I, the general partner of FCF I, may be deemed to have sole power to dispose of these shares, and Tananbaum, the managing member of FCM I, may be deemed to have sole power to dispose of these shares.
8 SHARED DISPOSITIVE POWER
See response to row 7.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,585,743
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.6%
12 TYPE OF REPORTING PERSON
PN
       

 

 
 

 

CUSIP #48576U106 Page 3 of 16

 

 

1 NAME OF REPORTING PERSONS
Foresite Capital Management I, LLC (“FCM I”)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨    (b) x
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING

PERSON
WITH
5 SOLE VOTING POWER
1,585,743 shares, all of which are directly owned by Foresite Capital Fund I, L.P. (“FCF I”).  FCM I, the general partner of FCF I, may be deemed to have sole power to vote these shares, and James Tananbaum (“Tananbaum”), the managing member of FCM I, may be deemed to have sole power to vote these shares.
6 SHARED VOTING POWER
See response to row 5.
7 SOLE DISPOSITIVE POWER
1,585,743 shares, all of which are directly owned by FCF I.  FCM I, the general partner of FCF I, may be deemed to have sole power to dispose of these shares, and Tananbaum, the managing member of FCM I, may be deemed to have sole power to dispose of these shares.
8 SHARED DISPOSITIVE POWER
See response to row 7.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,585,743
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.6%
12 TYPE OF REPORTING PERSON
OO
       

 

 
 

 

CUSIP #48576U106 Page 4 of 16

 

 

1 NAME OF REPORTING PERSONS
Foresite Capital IV-B,  LLC (“FC IV-B”)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨    (b) x
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING

PERSON
WITH
5 SOLE VOTING POWER
688,705 shares, except that Foresite Capital IV-B Management, LLC (“FCM IV-B”), the managing member of FC IV-B, may be deemed to have sole power to vote these shares, and James Tananbaum (“Tananbaum”), the managing member of FCM IV-B, may be deemed to have sole power to vote these shares.
6 SHARED VOTING POWER
See response to row 5.
7 SOLE DISPOSITIVE POWER
688,705 shares, except that FCM IV-B, the managing member of FC IV-B, may be deemed to have sole power to dispose of these shares, and Tananbaum, the managing member of FCM IV-B, may be deemed to have sole power to dispose of these shares.
8 SHARED DISPOSITIVE POWER
See response to row 7.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
688,705
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
2.4%
12 TYPE OF REPORTING PERSON
OO
       

 

 
 

 

CUSIP #48576U106 Page 5 of 16

 

1 NAME OF REPORTING PERSONS
Foresite Capital IV-B Management, LLC (“FCM IV-B”)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨    (b) x
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING

PERSON
WITH
5 SOLE VOTING POWER
688,705 shares, all of which are directly owned by Foresite Capital IV-B, LLC (“FC IV-B”).  FCM IV-B, the managing member of FC IV-B, may be deemed to have sole power to vote these shares, and James Tananbaum (“Tananbaum”), the managing member of FCM IV-B, may be deemed to have sole power to vote these shares.
6 SHARED VOTING POWER
See response to row 5.
7 SOLE DISPOSITIVE POWER
688,705 shares, all of which are directly owned by FC IV-B.  FCM IV-B, the managing member of FC IV-B, may be deemed to have sole power to dispose of these shares, and Tananbaum, the managing member of FCM IV-B, may be deemed to have sole power to dispose of these shares.
8 SHARED DISPOSITIVE POWER
See response to row 7.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
688,705
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
2.4%
12 TYPE OF REPORTING PERSON
OO
       

 

 
 

 

CUSIP #48576U106 Page 6 of 16

 

 

1 NAME OF REPORTING PERSONS
Foresite Capital IV-C,  LLC (“FC IV-C”)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨    (b) x
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING

PERSON
WITH
5 SOLE VOTING POWER
104,167 shares, except that Foresite Capital IV-C Management, LLC (“FCM IV-C”), the managing member of FC IV-C, may be deemed to have sole power to vote these shares, and James Tananbaum (“Tananbaum”), the managing member of FCM IV-C, may be deemed to have sole power to vote these shares.
6 SHARED VOTING POWER
See response to row 5.
7 SOLE DISPOSITIVE POWER
104,167 shares, except that FCM IV-C, the managing member of FC IV-C, may be deemed to have sole power to dispose of these shares, and Tananbaum, the managing member of FCM IV-C, may be deemed to have sole power to dispose of these shares.
8 SHARED DISPOSITIVE POWER
See response to row 7.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
104,167
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.4%
12 TYPE OF REPORTING PERSON
OO
       

 

 
 

 

CUSIP #48576U106 Page 7 of 16

 

 

1 NAME OF REPORTING PERSONS
Foresite Capital IV-C Management, LLC (“FCM IV-C”)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨    (b) x
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING

PERSON
WITH
5 SOLE VOTING POWER
104,167 shares, all of which are directly owned by Foresite Capital IV-C, LLC (“FC IV-C”).  FCM IV-C, the managing member of FC IV-C, may be deemed to have sole power to vote these shares, and James Tananbaum (“Tananbaum”), the managing member of FCM IV-C, may be deemed to have sole power to vote these shares.
6 SHARED VOTING POWER
See response to row 5.
7 SOLE DISPOSITIVE POWER
104,167 shares, all of which are directly owned by FC IV-C.  FCM IV-C, the managing member of FC IV-C, may be deemed to have sole power to dispose of these shares, and Tananbaum, the managing member of FCM IV-C, may be deemed to have sole power to dispose of these shares.
8 SHARED DISPOSITIVE POWER
See response to row 7.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
104,167
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.4%
12 TYPE OF REPORTING PERSON
OO
       
 
 

 

CUSIP #48576U106 Page 8 of 16

 

 

1 NAME OF REPORTING PERSONS
James Tananbaum (“Tananbaum”)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨    (b) x
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING

PERSON
WITH
5 SOLE VOTING POWER
2,378,615 shares, of which 1,585,743 are directly owned by Foresite Capital Fund I, L.P. (“FCF I”), 688,705 are directly owned by Foresite Capital IV-B, LLC (“FC IV-B”), and 104,167 are directly owned by Foresite Capital Fund IV-C, LLC (“FC IV-C”).  Tananbaum is the managing member of Foresite Capital Management I, LLC (“FCM I”), which is the general partner of FCF I.  Tananbaum is the managing member of Foresite Capital IV-B Management, LLC (“FCM IV-B”), which is the managing member of FC IV-B.  Tananbaum is the managing member of Foresite Capital IV-C Management, LLC (“FCM IV-C”), which is the managing member of FC IV-C.  Tananbam may be deemed to have sole power to vote these shares.
6 SHARED VOTING POWER
See response to row 5.
7 SOLE DISPOSITIVE POWER
2,378,615 shares, of which 1,585,743 are directly owned by FCF I, 688,705 are directly owned by FC IV-B, and 104,167 are directly owned by FC IV-C.  Tananbaum is the managing member of FCM I, which is the general partner of FCF I.  Tananbaum is the managing member of FCM IV-B, which is the managing member of FC IV-B.  Tananbaum is the managing member of FCM IV-C, which is the managing member of FC IV-C.  Tananbam may be deemed to have sole power to dispose of these shares.
8 SHARED DISPOSITIVE POWER
See response to row 7.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,378,615
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.4%
12 TYPE OF REPORTING PERSON
IN
       

 

 
 

 

CUSIP #48576U106 Page 9 of 16

 

 

ITEM 1(A). NAME OF ISSUER
   
  Karyopharm Therapeutics Inc. (the “Issuer”)
   
ITEM 1(B). ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES
   
  2 Mercer Road
  Natick, MA 01760
   
ITEM 2(A). NAME OF PERSONS FILING
   
  This Schedule is filed by Foresite Capital Fund I, L.P., a Delaware limited partnership, Foresite Capital Management I, LLC, a Delaware limited liability company, Foresite Capital IV-B, LLC, a Delaware limited liability company, Foresite Capital IV-B Management, LLC, a Delaware limited liability company, Foresite Capital IV-C, LLC, a Delaware limited liability company, Foresite Capital IV-C Management, LLC, a Delaware limited liability company, and James Tananbaum.  The foregoing entities and individuals are collectively referred to as the “Reporting Persons.”
   
ITEM 2(B). ADDRESS OF PRINCIPAL OFFICE
   
  The address for each of the Reporting Persons is:
   
  c/o Foresite Capital Management
  One Montgomery Street, Suite 2500
  San Francisco, CA 94104
   
ITEM 2(C). CITIZENSHIP
   
  See Row 4 of cover page for each Reporting Person.
   
ITEM 2(D). TITLE OF CLASS OF SECURITIES
   
  Common Stock, $0.0001 par value
   
ITEM 2(D) CUSIP NUMBER
   
  48576U106
   
ITEM 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
   
  Not applicable.
   
ITEM 4. OWNERSHIP
   
  The following information with respect to the ownership of the ordinary shares of the Issuer by the persons filing this Statement is provided as of November 15, 2013:

 

 
 

 

CUSIP #48576U106 Page 10 of 16

 

(a)Amount beneficially owned:

See Row 9 of cover page for each Reporting Person.

 

(b)Percent of Class:

See Row 11 of cover page for each Reporting Person.

 

(c)Number of shares as to which such person has:

 

(i)Sole power to vote or to direct the vote:

See Row 5 of cover page for each Reporting Person.

 

(ii)Shared power to vote or to direct the vote:

 

See Row 6 of cover page for each Reporting Person.

 

(iii)Sole power to dispose or to direct the disposition of:

 

See Row 7 of cover page for each Reporting Person.

 

(iv)Shared power to dispose or to direct the disposition of:

See Row 8 of cover page for each Reporting Person.

 

ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
   
  Not applicable.
   
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
   
  Under certain circumstances set forth in the limited partnership agreement of FCF I and the limited liability company agreements of each of FCM I, FC IV-B, FCM IV-B, FC IV-C and FCM IV-C, the partners or members, as the case may be, of each of such entities may be deemed to have the right to receive dividends from, or the proceeds from the sale of, shares of the Issuer owned by each such entity of which they are a partner or member.
   
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
   
  Not applicable.
   
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
   
  Not applicable
   
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
   
  Not applicable

 

 
 

 

CUSIP #48576U106 Page 11 of 16

 

 

ITEM 10. CERTIFICATION.
   
  Not applicable

 

 
 

 

CUSIP #48576U106 Page 12 of 16

 

 

SIGNATURES

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date: November 15, 2013

 

 

FORESITE CAPITAL FUND I, L.P.

 

By: FORESITE CAPITAL MANAGEMENT I, LLC

Its: General Partner

 

 

By: /s/ James Tananbaum

Name: James Tananbaum

Title: Managing Member

 

 

FORESITE CAPITAL MANAGEMENT I, LLC

 

 

By: /s/ James Tananbaum

Name: James Tananbaum

Title: Managing Member

 

 

FORESITE CAPITAL IV-B, LLC

 

By: FORESITE CAPITAL IV-B MANAGEMENT, LLC

Its: Managing Member

 

 

By: /s/ James Tananbaum

Name: James Tananbaum

Title: Managing Member

 

 

FORESITE CAPITAL IV-B MANAGEMENT, LLC

 

 

By: /s/ James Tananbaum

Name: James Tananbaum

Title: Managing Member

 

 

FORESITE CAPITAL IV-C, LLC

 

By: FORESITE CAPITAL IV-C MANAGEMENT, LLC

Its: Managing Member

 

 

By: /s/ James Tananbaum

Name: James Tananbaum

Title: Managing Member

 

 
 

 

CUSIP #48576U106 Page 13 of 16

 

 

FORESITE CAPITAL IV-C MANAGEMENT, LLC

 

 

By: /s/ James Tananbaum

Name: James Tananbaum

Title: Managing Member

 

 

JAMES TANANBAUM

 

 

By: /s/ James Tananbaum

Name: James Tananbaum

 

 
 

 

CUSIP #48576U106 Page 14 of 16

 

 

EXHIBIT INDEX

 

  Found on Sequentially
Exhibit Numbered Page
   
Exhibit A:  Agreement of Joint Filing 15
   

 

 
 

 

CUSIP #48576U106 Page 15 of 16

 

 

exhibit A

 

Agreement of Joint Filing

 

The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the common stock of the Issuer shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an exhibit to such Schedule 13G.

 

Date: November 15, 2013

 

 

FORESITE CAPITAL FUND I, L.P.

 

By: FORESITE CAPITAL MANAGEMENT I, LLC

Its: General Partner

 

 

By: /s/ James Tananbaum

Name: James Tananbaum

Title: Managing Member

 

 

FORESITE CAPITAL MANAGEMENT I, LLC

 

 

By: /s/ James Tananbaum

Name: James Tananbaum

Title: Managing Member

 

 

FORESITE CAPITAL IV-B, LLC

 

By: FORESITE CAPITAL IV-B MANAGEMENT, LLC

Its: Managing Member

 

 

By: /s/ James Tananbaum

Name: James Tananbaum

Title: Managing Member

 

 

FORESITE CAPITAL IV-B MANAGEMENT, LLC

 

 

By: /s/ James Tananbaum

Name: James Tananbaum

Title: Managing Member

 

 
 

 

CUSIP #48576U106 Page 16 of 16

 

 

FORESITE CAPITAL IV-C, LLC

 

By: FORESITE CAPITAL IV-C MANAGEMENT, LLC

Its: Managing Member

 

 

By: /s/ James Tananbaum

Name: James Tananbaum

Title: Managing Member

 

 

FORESITE CAPITAL IV-C MANAGEMENT, LLC

 

 

By: /s/ James Tananbaum

Name: James Tananbaum

Title: Managing Member

 

 

JAMES TANANBAUM

 

 

By: /s/ James Tananbaum

Name: James Tananbaum