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*
SVLSF IV, LLC

(Last) (First) (Middle)
ONE BOSTON PLACE
201 WASHINGTON STREET, SUITE 3900

(Street)
BOSTON MA 02108

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/03/2013
3. Issuer Name and Ticker or Trading Symbol
SafeStitch Medical, Inc. [ SFES.OB ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
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(1) 22,433,674 I See footnote(1)(5)
Common Stock(2) 22,433,674 I See footnote(2)(5)
Common Stock(3) 21,814,352 D
Common Stock(4) 619,322 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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series B Convertible Preferred Stock(1)(6)(7) 09/03/2013 (8) Common Stock 11,549,790 $0.4(6)(7) I See footnote(1)(5)
Series B Convertible Preferred Stock(2)(6)(7) 09/03/2013 (8) Common Stock 11,549,790 $0.4(6)(7) I See footnote(2)(5)
Series B Convertible Preferred Stock(3)(6) 09/03/2013 (8) Common Stock 11,230,935 $0.4(6) D
Series B Convertible Preferred Stock(4)(7) 09/03/2013 (8) Common Stock 318,855 $0.4(7) D
1. Name and Address of Reporting Person*
SVLSF IV, LLC

(Last) (First) (Middle)
ONE BOSTON PLACE
201 WASHINGTON STREET, SUITE 3900

(Street)
BOSTON MA 02108

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
SV LIFE SCIENCES FUND IV, L.P.

(Last) (First) (Middle)
ONE BOSTON PLACE
201 WASHINGTON STREET, SUITE 3900

(Street)
BOSTON MA 02108

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
SV LIFE SCIENCES FUND IV STRATEGIC PARTNERS, L. P.

(Last) (First) (Middle)
ONE BOSTON PLACE
201 WASHINGTON STREET, SUITE 3900

(Street)
BOSTON MA 02108

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
SV Life Sciences Fund IV (GP), L.P.

(Last) (First) (Middle)
ONE BOSTON PLACE
201 WASHINGTON STREET, SUITE 3900

(Street)
BOSTON MA 02108

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. These shares are owned directly by SV Life Sciences Fund IV, L.P. ("SVLS IV LP") and SV Life Sciences Fund IV Strategic Partners, L.P. ("Strategic Partners"). SV Life Sciences Fund IV (GP), L.P. ("SVLS IV GP"), the general partner of SVLS IV LP and Strategic Partners, may be deemed to share voting and dispositive power over the shares held by SVLS IV LP and Strategic Partners. SVLS IV GP disclaims beneficial ownership of shares held by SVLS IV LP and Strategic Partners except to the extent of any pecuniary interest therein.
2. These shares are owned directly by SVLS IV LP and Strategic Partners. SVLSF IV, LLC, the general partner of SVLS IV GP, may be deemed to share voting and dispositive power over the shares held by SVLS IV LP and Strategic Partners. SVLSF IV, LLC disclaims beneficial ownership of shares held by SVLS IV LP and Strategic Partners except to the extent of any pecuniary interest therein.
3. These shares are held directly by SVLS IV LP.
4. These shares are held directly by Strategic Partners.
5. SVLS IV LP and Strategic Partners (each a "Fund", or collectively the "Funds") may be deemed to beneficially own the shares held by each other Fund because of certain contractual relationships among the Funds and their affiliates. The Funds disclaim beneficial ownership of shares held by any other Fund except to the extent of any pecuniary interest therein.
6. On September 3, 2013, SafeStitch Medical, Inc. (the "Issuer") sold and issued to SVLS IV LP, in a privately negotiated transaction pursuant to a securities purchase agreement, an aggregate of 1,123,093.5 shares of the Issuer's Series B Convertible Preferred Stock at a purchase price of $4.00 per share. Upon the filing of an Amendment to the Issuer's Certificate of Incorporation with the State of Delaware, each share of the Issuer's Series B Convertible Preferred Stock will automatically convert into ten (10) shares of the Issuer's common stock.
7. On September 3, 2013, the Issuer sold and issued to Strategic Partners, in a privately negotiated transaction pursuant to a securities purchase agreement, an aggregate of 31,885.5 shares of the Issuer's Series B Convertible Preferred Stock at a purchase price of $4.00 per share. Upon the filing of an Amendment to the Issuer's Certificate of Incorporation with the State of Delaware, each share of the Issuer's Series B Convertible Preferred Stock will automatically convert into ten (10) shares of the Issuer's common stock.
8. The Series B Convertible Preferred Stock has no expiration date.
/s/ Thomas B. Rosedale (pursuant to power of attorney) 09/11/2013
/s/ Thomas B. Rosedale (pursuant to power of attorney) 09/11/2013
/s/ Thomas B. Rosedale (pursuant to power of attorney) 09/11/2013
/s/ Thomas B. Rosedale (pursuant to power of attorney) 09/11/2013
** 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).
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