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Filing Details

Accession Number:: 0001179110-13-006938
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-04-18 10:20:53
Reporting Period:: 2013-04-16

Filing Date:: 2013-04-18
Accepted Time:: 2013-04-18 10:20:53
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1477598	Omthera Pharmaceuticals Inc.	OMTH	Pharmaceutical Preparations (2834)	263797738

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1573749	Graziano Seghezzi	C/O Sofinnova Partners 17, Rue De Serene Paris I0 75008		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Price	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2013-04-16	$0.00	No	4	C	Indirect	See footnote
Common Stock	Acquisiton	2013-04-16	$0.01	No	4	C	Indirect	See footnote
Common Stock	Disposition	2013-04-16	$8.00	No	4	S	Indirect	See footnote
Common Stock	Acquisiton	2013-04-16	$8.00	No	4	C	Indirect	See footnote
Common Stock	Acquisiton	2013-04-16	$8.00	No	4	P	Indirect	See footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	See footnote
No	4	C	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	C	Indirect	See footnote
No	4	P	Indirect	See footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Price	Price - 2
Common Stock	Series A Convertible Preferred Stock	Disposition	2013-04-16	$0.00	$0.00
Common Stock	Series B Convertible Preferred Stock	Disposition	2013-04-16	$0.00	$0.00
Common Stock	Warrant (right to buy)	Disposition	2013-04-16	$0.00	$0.01
Common Stock	Secured Convertible Promissory Note	Disposition	2013-04-16	$0.00	$8.00

Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
		No	4	C	Indirect
		No	4	C	Indirect
2013-04-16	2023-02-15	No	4	C	Indirect
2013-04-16	2014-02-15	No	4	C	Indirect

Footnotes

Sofinnova Capital VI FCPR ("Sofinnova") received a total of 5,745,044 shares of Common Stock upon conversion of its shares of the Issuer's Series A Convertible Preferred Stock (the "Series A Shares") and Series B Convertible Preferred Stock (the "Series B Shares" and together with the Series A Shares, the "Preferred Shares").
The Common Stock, Preferred Shares, warrant and Secured Convertible Promissory Note are held directly by Sofinnova. The reporting person is a partner of Sofinnova Partners SAS, which is the managing company of Sofinnova. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest, if any, therein, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
Sofinnova received 156,250 shares of Common Stock upon conversion of its warrant.
Effective upon the closing of the Issuer's initial public offering ("IPO") of its Common Stock, Sofinnova's warrant automatically converted into 156,250 shares of Common Stock. Sofinnova paid the exercise price of $0.01 per share of the warrant on a cashless basis, resulting in the Issuer's withholding of 196 of the warrant shares to pay the exercise price and issuing to Sofinnova the remaining 156,054 shares.
Sofinnova received 633,219 shares of Common Stock upon conversion of the Secured Convertible Promissory Note issued to Sofinnova.
Effective upon the closing of the Issuer's IPO of its Common Stock, each Preferred Share automatically converted at a ratio of 1.3953-to-1 into 5,745,044 shares of Common Stock. The Preferred Shares had no expiration date.
This is the maturity date of the Secured Convertible Promissory Note.
The Secured Convertible Promissory Note was issued to Sofinnova in exchange for $5,000,000. Effective upon the closing of the Issuer's IPO of its Common Stock, the Secured Convertible Promissory Note automatically converted into 633,219 shares of Common Stock.