View:
Download DOC
Download PDF
Download XLS
SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
SHORT JAY M PHD
(Last) (First) (Middle)
C/O BIOATLA, INC.
11085 TORREYANA ROAD
(Street)
SAN DIEGO CA 92121
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
12/15/2020 		3. Issuer Name and Ticker or Trading Symbol
BioAtla, Inc. [ BCAB ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
 5. 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 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 6,220,050 I By Himalaya Parent LLC(1)
Common Stock 569,230(2) D
Common Stock 138,461(3) I By spouse
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: 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 D Preferred Stock (4) (4) Common Stock 2,462,254(5) (4) I By Himalaya Parent LLC(1)
Explanation of Responses:
1. The reporting person and Carolyn Anderson Short are the managers of Himalaya Parent LLC and collectively make investment decisions on the behalf of the entity. The reporting person and Ms. Anderson Short disclaim beneficial ownership of the reported securities except to the extent of his or her pecuniary interest therein.
2. Includes 569,230 restricted stock units ("RSUs"). 50% of the RSUs vest on October 29, 2021, with the remainder vesting in 24 substantially equal monthly installments thereafter, subject to the reporting person's continued employment through the applicable vesting date.
3. Includes 138,461 RSUs. 50% of the RSUs vest on October 29, 2021, with the remainder vesting in 24 substantially equal monthly installments thereafter, subject to the reporting person's spouse's continued employment through the applicable vesting date. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
4. Each share of Series D Preferred Stock is convertible at any time, at the holder's election, into Common Stock, based on the then-applicable conversion rate and has no expiration date.
5. The shares of Series D Preferred Stock will convert automatically into 2,462,254 shares of Common Stock upon the closing of the Issuer's initial public offering. These amounts reflect a 1-for-13 reverse stock split which became effective on December 2, 2020.
Remarks:
Exhibit List Exhibit 24 - Power of Attorney
/s/ Jay M. Short 12/15/2020
** 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.
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.
                                   POWER OF ATTORNEY

        Know all by these presents, that the undersigned hereby constitutes and
appoints each of Christian Vasquez and Richard Waldron, signing singly, the
undersigned's true and lawful attorney-in- fact to:

        (1) prepare, execute in the undersigned's name and on the undersigned's
            behalf, and submit to the U.S. Securities and Exchange Commission
            (the "SEC") a Form ID, including amendments thereto, and any other
            documents necessary or appropriate to obtain codes and passwords
            enabling the undersigned to make electronic filings with the SEC of
            reports required by Section 16(a) of the Securities Exchange Act of
            1934 or any rule or regulation of the SEC;

        (2) execute for and on behalf of the undersigned, in the undersigned's
            capacity as an officer and/or director of BioAtla, Inc. (the
            "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of
            the Securities Exchange Act of 1934 and the rules thereunder, and
            any other forms or reports the undersigned may be required to file
            in connection with the undersigned's ownership, acquisition, or
            disposition of securities of the Company;

        (3) do and perform any and all acts for and on behalf of the undersigned
            which may be necessary or desirable to complete and execute any such
            Form 3, 4, or 5, or other form or report, and timely file such form
            or report with the United States Securities and Exchange Commission
            and any stock exchange or similar authority; and

        (4) take any other action of any type whatsoever in connection with the
            foregoing which, in the opinion of such attorney-in-fact, may be of
            benefit to, in the best interest of, or legally required by, the
            undersigned, it being understood that the documents executed by such
            attorney-in-fact on behalf of the undersigned pursuant to this Power
            of Attorney shall be in such form and shall contain such terms and
            conditions as such attorney-in-fact may approve in such attorney-in-
            fact's discretion.

        The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934.

        This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 15th day of December, 2020.

                                        /s/ Jay Short
                                        ----------------------------------------
                                        Jay Short