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^*

Ronn Magnus

(Last)

(First)

(Middle)

480 ARSENAL ST. SUITE 110

(Street)

WATERTOWN

02472

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/19/2013

3. Issuer Name and Ticker or Trading Symbol
TETRAPHASE PHARMACEUTICALS INC [ TTPH ]

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)

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	1,939⁽¹⁾	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)
Employee Stock Option (right to buy)	⁽²⁾	09/28/2020	Common Stock	39,600⁽¹⁾	$2.03⁽¹⁾	D
Employee Stock Option (right to buy)	⁽³⁾	06/05/2022	Common Stock	11,338⁽¹⁾	$2.03⁽¹⁾	D
Employee Stock Option (right to buy)	⁽⁴⁾	01/27/2019	Common Stock	1,034⁽¹⁾	$5.8⁽¹⁾	D
Employee Stock Option (right to buy)	⁽⁵⁾	09/10/2019	Common Stock	43,103⁽¹⁾	$0.87⁽¹⁾	D
Employee Stock Option (right to buy)	⁽⁴⁾	11/16/2016	Common Stock	1,163⁽¹⁾	$0.87⁽¹⁾	D

Explanation of Responses:

1. Reflects a one-for-twenty-nine reverse stock split effected on March 5, 2013.

2. Original grant of 39,600 shares. Vested as to 27,225 shares, with further vesting as to an additional 6.25% of the original grant on 6/11/2013 and at the end of each successive three-month period until 6/18/2014.

3. Original grant of 11,338 shares. Vested as to 2,125 shares, with further vesting as to an additional 6.25% of the original grant on 6/6/2013 and at the end of each successive three-month period until 6/6/2016.

4. Immediately.

5. Vested as to 39,515 shares, with further vesting as to an additional 1,794 shares on 6/11/2013 and 9/11/2013.

	/s/ Magnus Ronn	03/19/2013
	** 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).
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