13G Filing: Foresite Capital Fund III, L.P. and Cymabay Therapeutics Inc. (CBAY)

ITEM 1(A).

NAME OF ISSUER

CymaBay Therapeutics, Inc. (the “Issuer”)

ITEM 1(B).

ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES

7999 Gateway Blvd, Suite 130

Newark, CA 94560

ITEM 2(A).

NAME OF PERSONS FILING

This Schedule is filed by Foresite
Capital Fund III, L.P., a Delaware limited partnership (“FCF III”), Foresite Capital Management III, LLC, a Delaware
limited liability company (“FCM III”), Foresite Capital Fund IV, L.P., a Delaware limited partnership (“FCF IV”),
Foresite Capital Management IV, LLC, a Delaware limited liability company (“FCM IV”), and James Tananbaum. The foregoing
entities and individuals are collectively referred to as the “Reporting Persons.”

ITEM 2(B).

ADDRESS OF PRINCIPAL OFFICE

The address for each of the Reporting Persons
is:

c/o Foresite Capital Management

600 Montgomery Street, Suite 4500

San Francisco, CA 94111

ITEM 2(C).

CITIZENSHIP

See Row 4 of cover page for each Reporting Person.

ITEM 2(D).

TITLE OF CLASS OF SECURITIES

Common Stock, par value $0.0001

ITEM 2(D)

CUSIP NUMBER

23257D103

ITEM 3.

If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

 

Not applicable.

ITEM 4.

OWNERSHIP

The following information with respect
to the ownership of the Common Stock of the Issuer by the persons filing this Statement is provided as of November 3, 2017:

(a)

Amount beneficially owned:

See Row 9 of cover page for each Reporting
Person.

(b)

Percent of Class:

See Row 11 of cover page for each
Reporting Person.

(c)

Number of shares as to which such person has: