0001144204-16-141985.txt : 20161230 0001144204-16-141985.hdr.sgml : 20161230 20161230185110 ACCESSION NUMBER: 0001144204-16-141985 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160912 FILED AS OF DATE: 20161230 DATE AS OF CHANGE: 20161230 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Ocera Therapeutics, Inc. CENTRAL INDEX KEY: 0001274644 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 631192270 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 525 UNIVERSITY AVENUE STREET 2: SUITE 610 CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: 6504625800 MAIL ADDRESS: STREET 1: 525 UNIVERSITY AVENUE STREET 2: SUITE 610 CITY: PALO ALTO STATE: CA ZIP: 94301 FORMER COMPANY: FORMER CONFORMED NAME: TRANZYME INC DATE OF NAME CHANGE: 20031230 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: POWELL MICHAEL CENTRAL INDEX KEY: 0001202793 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35119 FILM NUMBER: 162078277 MAIL ADDRESS: STREET 1: 3000 SAND HILL ROAD, 4-250 CITY: MENLO PARK STATE: CA ZIP: 94025 4 1 v455976_form4.xml OWNERSHIP DOCUMENT X0306 4 2016-09-12 0 0001274644 Ocera Therapeutics, Inc. OCRX 0001202793 POWELL MICHAEL C/O SOFINNOVA VENTURES 3000 SAND HILL ROAD, SUITE 4-250 MENLO PARK CA 94025 1 0 0 0 Common Stock 2016-09-12 4 X 0 18374 0.67 A 705368 I See footnote Common Stock 2016-09-12 4 X 0 3640 0.67 A 139752 I See footnote Common Stock 2016-09-12 4 X 0 250 0.67 A 9614 I See footnote Common Stock 2016-09-12 4 S 0 5372 2.292 D 699996 I See footnote Common Stock 2016-09-12 4 S 0 1066 2.292 D 138686 I See footnote Common Stock 2016-09-12 4 S 0 74 2.292 D 9540 I See footnote Common Stock 2016-10-31 4 J 0 699996 0 D 0 I See footnote Common Stock 2016-10-31 4 J 0 138686 0 D 0 I See footnote Common Stock 2016-10-31 4 J 0 9540 0 D 0 I See footnote Common Stock 2016-10-31 4 J 0 14328 0 A 14328 I See footnote Stock warrant (right to buy) 0.67 2016-09-12 4 X 0 9187 0 D 2012-03-30 2019-03-30 Common Stock 9187 0 I See footnote Stock warrant (right to buy) 0.67 2016-09-12 4 X 0 9187 0 D 2012-10-01 2019-10-01 Common Stock 9187 0 I See footnote Stock warrant (right to buy) 0.67 2016-09-12 4 X 0 1820 0 D 2012-03-30 2019-03-30 Common Stock 1820 0 I See footnote Stock warrant (right to buy) 0.67 2016-09-12 4 X 0 1820 0 D 2012-10-01 2019-10-01 Common Stock 1820 0 I See footnote Stock warrant (right to buy) 0.67 2016-09-12 4 X 0 125 0 D 2012-03-30 2012-03-30 Common Stock 125 0 I See footnote Stock warrant (right to buy) 0.67 2016-09-12 4 X 0 125 0 D 2012-10-01 2019-10-01 Common Stock 125 0 I See footnote Shares are held by Sofinnova Venture Partners VI, L.P. ("SV VI"). Sofinnova Management VI, L.L.C. ("SV LLC") is the general partner of SV VI and Michael F. Powell ("Powell"), a director of the Issuer, James I. Healy ("Healy"), Alain L. Azan ("Azan") and Eric P. Buatois ("Buatois"), the managing members of SV LLC, may be deemed to share voting and dispositive power over the shares held by such entities. Shares are held by Sofinnova Venture Partners VI GmbH & Co. KG ("SV KG"). SV LLC is the managing limited partner of SV KG, and Healy, Powell, Azan and Buatois, the managing members of SV LLC, may be deemed to share voting and dispositive power over the shares held by such entities. Shares are held by Sofinnova Venture Affiliates VI, L.P. ("SV A"). SV LLC is the general partner of SV A, and Healy, Powell, Azan and Buatois, the managing members of SV LLC, may be deemed to share voting and dispositive power over the shares held by such entities. On September 12, 2016, the holder exercised warrants to purchase 18,374 shares of OCRX common stock for $0.67 a share. The holder paid the exercise price on a cashless basis, resulting in OCRX's withholding of 5,372 of the warrant shares to pay the exercise price and issuing to the holder the remaining 13,002 shares. On September 12, 2016, the holder exercised warrants to purchase 3,640 shares of OCRX common stock for $0.67 a share. The holder paid the exercise price on a cashless basis, resulting in OCRX's withholding of 1,066 of the warrant shares to pay the exercise price and issuing to the holder the remaining 2,574 shares. On September 12, 2016, the holder exercised warrants to purchase 250 shares of OCRX common stock for $0.67 a share. The holder paid the exercise price on a cashless basis, resulting in OCRX's withholding of 74 of the warrant shares to pay the exercise price and issuing to the holder the remaining 176 shares. Represents a pro-rata in-kind distribution of Common Stock of the Issuer by SV VI without consideration to its partners. Represents a pro-rata in-kind distribution of Common Stock of the Issuer by SV KG without consideration to its partners. Represents a pro-rata in-kind distribution of Common Stock of the Issuer by SV A without consideration to its partners. Shares acquired by SV LLC in connection with the distributions reported above. Shares are held by SV LLC. SV LLC is the general partner of each of SV VI, SV KG, and SV A, and Healy, Powell, Azan and Buatois, the managing members of SV LLC, may be deemed to share voting and dispositive power over the shares held by such entities. SV LLC and its managing members disclaim benefical ownership of these shares except to the extent of any pecuniary interest therein, and the filing of this report is not an admission that SV LLC or any of its managing members is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. /s/ Nathalie Auber, Attorney-in-Fact for Michael Powell 2016-12-30