SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Loh Evan

(Last)

(First)

(Middle)

C/O PARATEK PHARMACEUTICALS, INC.

75 KNEELAND STREET

(Street)

BOSTON

02111

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Paratek Pharmaceuticals, Inc. [ PRTK ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
10/30/2014

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	10/30/2014		J⁽¹⁾		44,389	A	⁽¹⁾	44,389	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options	$4.3	10/30/2014		J⁽²⁾		78,957		⁽²⁾	06/28/2024	Common Stock	78,957	⁽²⁾	78,957	D
Stock Options	$4.3	10/30/2014		J⁽³⁾		78,957		⁽³⁾	06/28/2024	Common Stock	78,957	⁽³⁾	157,914	D
Stock Options	$4.3	10/30/2014		J⁽⁴⁾		78,957		⁽⁴⁾	06/28/2024	Common Stock	78,957	⁽⁴⁾	236,871	D

Explanation of Responses:

1. Shares were converted into shares of the Issuer pursuant to that certain Agreement and Plan of Merger and Reorganization, dated as of June 30, 2014, by and among the Issuer, Tigris Merger Sub, Inc., Tigris Acquisition Sub, LLC and a Delaware corporation then known as Paratek Pharmaceuticals, Inc. (the "Merger Agreement"). Pursuant to the terms of the Merger Agreement, each share of common stock of the corporation then known as Paratek Pharmaceuticals, Inc. ("Old Paratek") was converted into 0.0675 shares of the Issuer's common stock.

2. On June 29, 2014, Reporting Person was granted an option to purchase 1,169,742 shares of the common stock of Old Paratek under Old Paratek's 2014 Equity Incentive Plan at an exercise price of $0.29 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 78,957 shares of the Issuer's common stock at a per share exercise price of $4.30. Subject generally to the Reporting Person's continued employment, the option will vest and become exercisable as follows: 1/48th (2.1%) of the option, or approximately 1,645 shares, will vest and become exercisable on each of the 48 months commencing on January 1, 2015; Any unvested portion of the option will become fully vested and exercisable if, after the occurrence of a change in control, the employment of the Reporting Person is either terminated by the Issuer without cause or by the Reporting Person for good reason.

3. On June 29, 2014, Reporting Person was granted an option to purchase 1,169,742 shares of the common stock of Old Paratek under Old Paratek's 2014 Equity Incentive Plan at an exercise price of $0.29 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 78,957 shares of the Issuer's common stock at a per share exercise price of $4.30. Subject generally to the Reporting Person's continued employment, the option will vest and become exercisable as follows: 1/48th (2.1%) of the option, or approximately 1,645 shares, will vest and become exercisable on each of the 48 months commencing on January 1, 2016; Any unvested portion of the option will become fully vested and exercisable if, after the occurrence of a change in control, the employment of the Reporting Person is either terminated by the Issuer without cause or by the Reporting Person for good reason.

4. On June 29, 2014, Reporting Person was granted an option to purchase 1,169,741 shares of the common stock of Old Paratek under Old Paratek's 2014 Equity Incentive Plan at an exercise price of $0.29 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 78,957 shares of the Issuer's common stock at a per share exercise price of $4.30. Subject generally to the Reporting Person's continued employment, the option will vest and become exercisable as follows: 1/48th (2.1%) of the option, or approximately 1,645 shares, will vest and become exercisable on each of the 48 months commencing on January 1, 2017; Any unvested portion of the option will become fully vested and exercisable if, after the occurrence of a change in control, the employment of the Reporting Person is either terminated by the Issuer without cause or by the Reporting Person for good reason.

Remarks:

President and Chief Medical Officer

	/s/ Evan Loh	11/03/2014
	** 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 4 (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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