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^*

Ordentlich Peter

(Last)

(First)

(Middle)

C/O SYNDAX PHARMACEUTICALS, INC.

400 TOTTEN POND ROAD, SUITE 110

(Street)

WALTHAM

02451

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/02/2016

3. Issuer Name and Ticker or Trading Symbol
Syndax Pharmaceuticals Inc [ SNDX ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Technology 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	4,268	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)	⁽¹⁾	05/09/2023	Common Stock	38,204	$3.08	D
Employee Stock Option (right to buy)	⁽²⁾	09/15/2024	Common Stock	22,846	$6.32	D
Employee Stock Option (right to buy)	⁽³⁾	12/18/2024	Common Stock	5,926	$6.35	D
Employee Stock Option (right to buy)	⁽⁴⁾	06/01/2025	Common Stock	28,856	$7.2	D
Employee Stock Option (right to buy)	⁽⁵⁾	09/09/2025	Common Stock	47,880	$10.9	D

Explanation of Responses:

1. Twenty-five percent (25%) of the total number of shares underlying the option vested on May 9, 2013, and one forty-eighth (1/48th) of the total number of shares underlying the option vest monthly thereafter on the last day of each month, subject to the reporting person's continuous service on the relevant vesting dates.

2. Twenty-five percent (25%) of the total number of shares underlying the option vested on September 15, 2014, and one forty-eighth (1/48th) of the total number of shares underlying the option vest monthly thereafter on the last day of each month, subject to the reporting person's continuous service on the relevant vesting dates.

3. Twenty-five percent (25%) of the total number of shares underlying the option vested on December 18, 2014, and one forty-eighth (1/48th) of the total number of shares underlying the option vest monthly thereafter on the last day of each month, subject to the reporting person's continuous service on the relevant vesting dates.

4. Twenty-five percent (25%) of the total number of shares underlying the option vested on June 1, 2015, and one forty-eighth (1/48th) of the total number of shares underlying the option vest monthly thereafter on the last day of each month, subject to the reporting person's continuous service on the relevant vesting dates.

5. Twenty-five percent (25%) of the total number of shares underlying the option vested on September 9, 2015, and one forty-eighth (1/48th) of the total number of shares underlying the option vest monthly thereafter on the last day of each month, subject to the reporting person's continuous service on the relevant vesting dates.

Remarks:

	/s/ Michael A. Metzger, Attorney-in-Fact	03/02/2016
	** 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.