0000905718-17-000853.txt : 20171002 0000905718-17-000853.hdr.sgml : 20171002 20171002172011 ACCESSION NUMBER: 0000905718-17-000853 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20170928 FILED AS OF DATE: 20171002 DATE AS OF CHANGE: 20171002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EMSTER KURT VON CENTRAL INDEX KEY: 0001252524 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36500 FILM NUMBER: 171115379 MAIL ADDRESS: STREET 1: 601 GATEWAY BOULEVARD STREET 2: SUITE 350 CITY: SAN FRANCISCO STATE: CA ZIP: 94080 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CymaBay Therapeutics, Inc. CENTRAL INDEX KEY: 0001042074 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 943103561 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 7999 GATEWAY BLVD STREET 2: SUITE 130 CITY: NEWARK STATE: CA ZIP: 94560 BUSINESS PHONE: 510-293-8800 MAIL ADDRESS: STREET 1: 7999 GATEWAY BLVD STREET 2: SUITE 130 CITY: NEWARK STATE: CA ZIP: 94560 FORMER COMPANY: FORMER CONFORMED NAME: METABOLEX, INC. DATE OF NAME CHANGE: 20090721 FORMER COMPANY: FORMER CONFORMED NAME: METABOLEX INC DATE OF NAME CHANGE: 19970710 4 1 cymabaytherafm4_10217.xml OWNERSHIP DOCUMENT X0306 4 2017-09-28 0 0001042074 CymaBay Therapeutics, Inc. CBAY 0001252524 EMSTER KURT VON C/O CYMABAY THERAPEUTICS, INC. 7999 GATEWAY BLVD, SUITE 130 CAMBRIDGE MA 02139 1 0 0 0 Common Stock 2017-09-28 4 S 0 90389 8.15 D 1509611 I See Footnote Common Stock 2017-09-29 4 S 0 120735 8.04 D 1388876 I See Footnote Common Stock 90000 D Common Stock 17236 I By the Konrad Hans von Emster III and Elizabeth F. von Emster Revocable Trust dated January 18, 2005 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.97 to $8.33 per share, inclusive. Kurt von Emster (the "Reporting Person") undertakes to provide to CymaBay Therapeutics, Inc. ("CymaBay"), any security holder of CymaBay, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth herein. Shares are held by Abingworth Bioventures VI, LP ("ABV VI") and Abingworth Bioequities Master Fund Limited ("ABE" and collectively with ABV VI the "Abingworth Funds"). Abingworth LLP ("Abingworth") is the investment manager of the Abingworth Funds and has been delegated with all investment and dispositive power over the securities held by the Abingworth Funds. The Reporting Person is a member of the investment committee of Abingworth LLP, which approves investment and voting decisions by a majority vote, and no individual member has the sole control or voting power over the shares held by Abingworth. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.95 to $8.23 per share, inclusive. Reporting Person undertakes to provide to CymaBay, any security holder of CymaBay, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth herein. Please see filings made under CIK 0001588856 (the "Prior CIK") for prior filings made for the Reporting Person with respect to CymaBay securities. Previously, the Reporting Person was inadvertently issued two sets of EDGAR access codes. Going forward, the Reporting Person will no longer use the Prior CIK and will only use this CIK 0001252524. Filings made under the Prior CIK with respect to CymaBay securities are incorporated herein by reference. /s/ John Heard, as attorney-in-fact 2017-10-02 EX-99 2 vonemster_poaoct2017.htm KURT VON EMSTER POWER OF ATTORNEY

POWER OF ATTORNEY

Know all by these present, that the undersigned hereby constitutes and appoints each of John Heard and Bettina C. Elstroth, signing singly, the undersigned’s true and lawful attorney-in-fact to:

(1)

execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer and/or director of CymaBay Therapeutics, Inc. (the “Company”), Forms 3, 4 and 5 and amendments thereto in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder;

(2)

do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5 and amendments thereto and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

(3)

take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934, as amended. The undersigned hereby agrees to indemnify the attorney-in-fact and the Company from and against any demand, damage, loss, cost or expense arising from any false or misleading information provided by the undersigned to the attorney-in-fact.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. This Power of Attorney may be filed with the United States Securities and Exchange Commission as a confirming statement of the authority granted herein. This Power of Attorney supersedes any prior power of attorney in connection with the undersigned’s capacity as an officer and/or director of the Company. This Power of Attorney shall expire as to any individual attorney-in-fact if such attorney-in-fact ceases to be an executive officer of, or legal counsel to the Company.

[Signature page follows.]

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of September 29, 2017.

/s/ Kurt von Emster
Signature

Print Name: Kurt von Emster