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*
Capital regional et cooperatif Desjardins

(Last) (First) (Middle)
2 COMPLEXE DESJARDINS, #1717
P.O. BOX 760

(Street)
MONTREAL, QUEBEC, CANADA H5B 1B8

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
04/01/2011
3. Issuer Name and Ticker or Trading Symbol
TRANZYME INC [ TZYM ]
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)
Form filed by One Reporting Person
X 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)
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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Common Exchangeable Shares of Tranzyme Pharma Inc. (1) (1) Common Stock 14,497 (1) D(3)
Preferred Exchangeable Shares of Tranzyme Pharma Inc. (2) (2) Common Exchangeable Shares of Tranzyme Pharma Inc.(1) 1,217,804 (2) D(3)
Common Exchangeable Shares of Tranzyme Pharma Inc. (1) (1) Common Stock 29,721 (1) I(4) By Desjardins-Innovatech S.E.C.
1. Name and Address of Reporting Person*
Capital regional et cooperatif Desjardins

(Last) (First) (Middle)
2 COMPLEXE DESJARDINS, #1717
P.O. BOX 760

(Street)
MONTREAL, QUEBEC, CANADA H5B 1B8

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Desjardins-Innovatech S.E.C.

(Last) (First) (Middle)
2 COMPLEXE DESJARDINS, #1717
P.O. BOX 760

(Street)
MONTREAL, QUEBEC, CANADA H5B 1B8

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. These shares of Tranzyme Pharma Inc. will be exchanged for shares of Common Stock of the Issuer upon the closing of the Issuer's initial public offering, which is anticipated to occur on April 6, 2011, in a corporate reorganization. These shares are immediately exercisable and have no expiration date.
2. These shares of Tranzyme Pharma Inc. will be converted into Common Exchangeable Shares of Tranzyme Pharma Inc. immediately prior to the closing of the Issuer's initial public offering, which is anticipated to occur on April 6, 2011, in a corporate reorganization. These shares are immediately exercisable and have no expiration date.
3. These securities are owned of record by Capital regional et cooperatif Desjardins, and ultimate control over voting and investment determinations with respect to the shares held by Capital regional et cooperatif Desjardins are made by the board of directors of Capital regional et cooperatif Desjardins, which is comprised of the following directors: Marlene Deveaux, Michael Dorosz, Maurice Doyon, Francine Ferland, Josee Fortin, Pierre Gauvreau, Evangeliste Bourdages, Andre Lachapelle, Steve Lepage, Jean-Claude Loranger, Bruno Morin, Jacques Plante and Claudine Roy, each of whom disclaims beneficial ownership of such securities except to the extent of his or her pecuniary interest therein.
4. These securities are owned of record by Desjardins-Innovatech S.E.C. Ultimate control over voting and investment determinations with respect to the shares held by Desjardins-Innovatech S.E.C. are made by the board of directors of Capital regional et cooperatif Desjardins, which is comprised of the following directors: Marlene Deveaux, Michael Dorosz, Maurice Doyon, Francine Ferland, Josee Fortin, Pierre Gauvreau, Evangeliste Bourdages, Andre Lachapelle, Steve Lepage, Jean-Claude Loranger, Bruno Morin, Jacques Plante and Claudine Roy, each of whom disclaims beneficial ownership of such securities except to the extent of his or her pecuniary interest therein.
/s/ Renaud Lebuis, Legal Advisor and /s/ Gerald St. Aubin, Vice-President for Capital regional et cooperatif Desjardins 04/01/2011
/s/ Renaud Lebuis, Legal Advisor and /s/ Gerald St. Aubin, Vice-President for Desjardins - Innovatech S.E.C. 04/01/2011
** 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).
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