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

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1. Name and Address of Reporting Person^*

RUBINO RICHARD J

(Last)

(First)

(Middle)

C/O AERIE PHARMACEUTICALS, INC.

135 U.S. HIGHWAY 206, SUITE 15

(Street)

BEDMINSTER

07921

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/25/2013

3. Issuer Name and Ticker or Trading Symbol
AERIE PHARMACEUTICALS INC [ AERI ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial 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	200,973⁽¹⁾	D
Common Stock	170,061⁽²⁾	D

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Option (right to buy)	⁽³⁾	03/21/2023	Common Stock	174,938	$2.9	D
Option (right to buy)	⁽⁴⁾	09/12/2023	Common Stock	25,000	$3.15	D

Explanation of Responses:

1. These shares of restricted Common Stock were granted on March 21, 2013. The award is vested with respect to 53,134 shares. The remaining shares of restricted Common Stock will vest in equal installments on each monthly anniversary of the date of grant such that the award will be fully vested on March 21, 2015.

2. These shares of restricted Common Stock were granted on March 21, 2013. The award is vested with respect to 42,515 shares. The remaining shares of restricted Common Stock will vest in equal installments on the 14th day of each month such that the award will be fully vested on October 14, 2016.

3. This option was granted on March 21, 2013 and is currently vested and exercisable with respect to 43,735 shares underlying the option. The remaining shares underlying the unvested portion of the option will vest in equal installments on the 15th day of each month such that the option will be fully vested on October 15, 2016.

4. This option was granted on September 12, 2013 and is scheduled to vest with respect to 25% of the underlying shares on September 12, 2014, and thereafter in 36 equal installments on each monthly anniversary of the date of grant.

Remarks:

	/s/ Richard J. Rubino	10/25/2013
	** 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.