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* BV3 LLC (Last) (First) (Middle) 2835 EAST CARSON STREET SUITE 208 (Street) PITTSBURGH PA 15203 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 08/05/2010	3. Issuer Name and Ticker or Trading Symbol NUPATHE INC. [ PATH ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner Officer (give title below) X Other (specify below) Member of 10% owner group	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
Series A Convertible Preferred Stock	(1)	(1)	Common Stock	160,990(2)	(1)	I	By Birchmere Ventures III TSIB LP(3)
Series B Convertible Preferred Stock	(4)	(4)	Common Stock	136,842(5)	(4)	I	By Birchmere Ventures III TSIB LP(3)
Warrant to Purchase Series B Convertible Preferred Stock	08/20/2009	08/20/2016	Series B Convertible Preferred Stock	19,549(6)	$0.93	I	By Birchmere Ventures III TSIB LP(3)
Convertible Promissory Notes	(7)	12/31/2010	Common Stock	62,829(7)	$8	I	By Birchmere Ventues III TSIB LP(3)

1. Name and Address of Reporting Person* BV3 LLC (Last) (First) (Middle) 2835 EAST CARSON STREET SUITE 208 (Street) PITTSBURGH PA 15203 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Member of 10% owner group

1. Name and Address of Reporting Person* BV3 Management LP (Last) (First) (Middle) 2835 EAST CARSON STREET SUITE 208 (Street) PITTSBURGH PA 15203 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Member of 10% owner group

1. Name and Address of Reporting Person* Birchmere Ventures III TSIB LP (Last) (First) (Middle) 2835 EAST CARSON STREET SUITE 208 (Street) PITTSBURGH PA 15203 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Member of 10% owner group

Explanation of Responses:

1. The shares of Series A Convertible Preferred Stock (the "Series A Shares"), including all accrued and unpaid dividends thereon, will convert automatically into Common Stock on a 1-for-8.0149 basis upon the closing of the Issuer's initial public offering, and have no expiration date.

2. Reflects the conversion of the Series A Shares, but does not include the shares of Common Stock for all accrued and unpaid dividends through the date of conversion.

3. These securities are owned directly by Birchmere Ventures III TSIB LP. BV3 LLC is the general partner of BV3 Management LP, which is the general partner of Birchmere Ventures III TSIB LP. BV3 LLC and BV3 Management LP disclaim beneficial ownership in these securities to the extent it exceeds their pecuniary interest therein.

4. The shares of Series B Convertible Preferred Stock (the "Series B Shares"), including all accrued and unpaid dividends thereon, will convert automatically into Common Stock on a 1-for-8.0149 basis upon the closing of the Issuer's initial public offering, and have no expiration date.

5. Reflects the conversion of the Series B Shares, but does not include the shares of Common Stock for all accrued and unpaid dividends through the date of conversion.

6. The Warrant to Purchase Series B Convertible Preferred Stock will convert automatically into a warrant to purchase 2,439 shares of Common Stock upon the closing of the Issuer's initial public offering.

7. Reflects the automatic conversion of the Convertible Promissory Notes into Common Stock upon the closing of the Issuer's initial public offering, but does not include the shares of Common Stock for all accrued and unpaid interest through the date of conversion.

	/s/ Gary Glausser, Managing Member	08/05/2010
	** Signature of Reporting Person	Date
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