UNITED STATES

 

 

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

(Amendment No.     )*

 

CareDx, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

14167L103

(CUSIP Number)

September 22, 2015

(Date of Event Which Requires Filing of this Statement)

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

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

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).

 

 


 

CUSIP No. 14167L103

13 G

 

 

 

1

Names of Reporting Persons.
Industry Ventures Healthcare, LLC

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
Delaware, United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
642,099 shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
642,099 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
642,099 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*  o

 

 

11

Percent of Class Represented by Amount in Row 9
5.39% (3)

 

 

12

Type of Reporting Person*
OO

 

(1)

 

This Schedule 13G is filed by Industry Ventures Healthcare, LLC (“IV Healthcare”), Industry Ventures Management VII, LLC (“IV Management”), and Johan D. Swildens (“Swildens”, and together with IV Healthcare and IV Management, the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2)

 

The shares are directly held by IV Healthcare. Swildens is the sole Managing Member of IV Management, which is the sole Manager of IV Healthcare. Each of Swildens and IV Management may be deemed to share voting and dispositive power over the shares held by IV Healthcare.

(3)

 

The percentage is based on 11,902,363 shares of Common Stock (as of October 31, 2015) reported to be outstanding in the Issuer’s Form 10-Q for the quarter ended September 30, 2015 as filed with the Securities and Exchange Commission on November 13, 2015.

 

2


 

CUSIP No. 14167L103

13 G

 

 

 

1

Names of Reporting Persons
Industry Ventures Management VII, LLC

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
Delaware, United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
642,099 shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
642,099 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
642,099 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*  o

 

 

11

Percent of Class Represented by Amount in Row 9
5.39% (3)

 

 

12

Type of Reporting Person*
OO

 

(1)

 

This Schedule 13G is filed by Industry Ventures Healthcare, LLC (“IV Healthcare”), Industry Ventures Management VII, LLC (“IV Management”), and Johan D. Swildens (“Swildens”, and together with IV Healthcare and IV Management, the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2)

 

The shares are directly held by IV Healthcare. Swildens is the sole Managing Member of IV Management, which is the sole Manager of IV Healthcare. Each of Swildens and IV Management may be deemed to share voting and dispositive power over the shares held by IV Healthcare.

(3)

 

The percentage is based on 11,902,363 shares of Common Stock (as of October 31, 2015) reported to be outstanding in the Issuer’s Form 10-Q for the quarter ended September 30, 2015 as filed with the Securities and Exchange Commission on November 13, 2015.

 

3


 

CUSIP No. 14167L103

13 G

 

 

 

1

Names of Reporting Persons
Johan D. Swildens

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
642,099 shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
642,099 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
642,099 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*  o

 

 

11

(a) Percent of Class Represented by Amount in Row 9
5.39% (3)

 

 

12

Type of Reporting Person*
IN

 

(1)

 

This Schedule 13G is filed by Industry Ventures Healthcare, LLC (“IV Healthcare”), Industry Ventures Management VII, LLC (“IV Management”), and Johan D. Swildens (“Swildens”, and together with IV Healthcare and IV Management, the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2)

 

The shares are directly held by IV Healthcare. Swildens is the sole Managing Member of IV Management, which is the sole Manager of IV Healthcare. Each of Swildens and IV Management may be deemed to share voting and dispositive power over the shares held by IV Healthcare.

(3)

 

The percentage is based on 11,902,363 shares of Common Stock (as of October 31, 2015) reported to be outstanding in the Issuer’s Form 10-Q for the quarter ended September 30, 2015 as filed with the Securities and Exchange Commission on November 13, 2015.

 

4


 

Introductory Note:  This statement on Schedule 13G is filed by the Reporting Persons with the Commission in respect of shares of Common Stock, par value $0.001 per share (“Common Stock”), of CAREDX, Inc., a Delaware corporation (the “Issuer”).

 

Item 1

 

(a)

Name of Issuer:
CareDx, Inc.

 

(b)

Address of Issuer’s Principal Executive Offices:
3260 Bayshore Boulevard

Brisbane, California 94005

 

Item 2

 

(a)

Name of Reporting Persons Filing:
1.             Industry Ventures Healthcare, LLC (“IVH”)

2.             Industry Ventures Management VII, LLC (“IVM VII”)

3.             Johan D. Swildens (“Swildens”)

 

(b)

Address of Principal Business Office:
Industry Ventures

30 Hotaling Place

San Francisco, California  94111

 

(c)

Citizenship:

 

 

 

IVH

Delaware, United States of America

 

 

IVM VII

Delaware, United States of America

 

 

Swildens

United States of America

 

 

(d)

Title of Class of Securities:
Common Stock

 

(e)

CUSIP Number:
14167L103

 

Item 3

Not applicable.

 

5


 

Item 4

Ownership.

The following information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2015:

 

Reporting Persons

 

Shares Held
Directly (1)

 

Sole Voting
Power

 

Shared
Voting
Power (1)

 

Sole
Dispositive
Power

 

Shared
Dispositive
Power (1)

 

Beneficial
Ownership
(1)

 

Percentage of
Class (1), (3)

 

IVH

 

642,099

 

0

 

642,099

 

0

 

642,099

 

642,099

 

5.39

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

IVM VII (2)

 

0

 

0

 

642,099

 

0

 

642,099

 

642,099

 

5.39

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Swildens (2)

 

0

 

0

 

642,099

 

0

 

642,099

 

642,099

 

5.39

%

 

(1)   Represents the number of shares of Common Stock held by IV Healthcare.

(2)   The shares are directly held by IV Healthcare.  Swildens is the sole Managing Member of IV Management, which is the sole Manager of IV Healthcare.  Each of Swildens and IV Management may be deemed to share voting and dispositive power over the shares held by IV Healthcare.

(3)   The percentage is based on 11,902,363 shares of Common Stock (as of October 31, 2015) reported to be outstanding in the Issuer’s Form 10-Q for the quarter ended September 30, 2015 as filed with the Securities and Exchange Commission on November 13, 2015.

 

Item 5

Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof, the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: o

 

Item 6

Ownership of More than Five Percent on Behalf of Another Person.

 

Not applicable.

 

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.

 

6


 

Item 10

Certification.

 

Not applicable.

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in the attached statement on Schedule 13G is true, complete and correct.

 

Dated: February 12, 2016

 

 

INDUSTRY VENTURES HEALTHCARE, LLC

 

 

 

By:

Industry Ventures Management VII, LLC

 

Its:

Manager

 

 

 

 

 

By:

/s/ Johan S. Swildens

 

 

Johan S. Swildens, its Managing Member

 

 

 

 

 

INDUSTRY VENTURES MANAGEMENT VII, LLC

 

 

 

 

 

By:

/s/ Johan S. Swildens

 

 

Johan S. Swildens, its Managing Member

 

 

 

 

 

JOHAN D. SWILDENS

 

 

 

 

 

By:

/s/ Johan S. Swildens

 

 

Johan S. Swildens

 

 

Exhibit(s):

 

A:            Joint Filing Statement

 

7