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Filing Details

Accession Number:: 0001209191-13-038632
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-08-01 14:21:09
Reporting Period:: 2013-07-30

Filing Date:: 2013-08-01
Accepted Time:: 2013-08-01 14:21:09
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1383701	Conatus Pharmaceuticals Inc	CNAT	Pharmaceutical Preparations (2834)	203183915

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1356950	Paul James Scopa	C/O Mpm Asset Management 601 Gateway Blvd., Suite 350 South San Francisco CA 94080		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2013-07-30	1,010,099	$0.00	1,010,099	No	4	C	Indirect	See Footnote
Common Stock	Acquisiton	2013-07-30	16,716	$11.00	1,026,815	No	4	J	Indirect	See Footnote
Common Stock	Acquisiton	2013-07-30	165,265	$11.00	1,192,080	No	4	P	Indirect	See Footnote

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

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Series B Convertible Preferred Stock	Disposition	2013-07-30	8,333,334	$0.00	1,010,099	$0.00
Series B Preferred Stock	Warrant to Purchase Series B Preferred Stock (Right to Buy)	Disposition	2013-07-30	265,837	$0.00	265,837	$0.90
Common Stock	Warrant to Purchase Common Stock (Right to Buy)	Acquisiton	2013-07-30	32,220	$0.00	32,220	$7.43
Common Stock	Stock Option (Right to Buy)	Acquisiton	2013-07-30	30,000	$0.00	30,000	$11.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0			No	4	C	Indirect
0	2013-05-30	2018-05-30	No	4	C	Indirect
32,220		2018-05-30	No	4	C	Indirect
30,000		2023-07-29	No	4	A	Direct

Footnotes

The shares are held as follows: 473,353 by MPM BioVentures IV-QP, L.P. ("BV IV QP"), 18,236 by MPM BioVentures IV GmbH & Co. Beteiligungs KG ("BV IV KG"), 13,460 by MPM Asset Management Investors BV4 LLC ("AM BV4"), 486,164 by MPM BioVentures V, L.P. ("BV V") and 18,886 by MPM Asset Management Investors BV5 LLC ("AM BV5"). MPM BioVentures IV GP LLC and MPM BioVentures IV LLC ("BV LLC") are the direct and indirect general partners of BV IV QP and BV IV KG and BV LLC is the manager of AM BV4. MPM BioVentures V GP LLC and MPM BioVentures V LLC ("BV V LLC") are the direct and indirect general partners of BV V and BV V LLC is the manager of AM BV5. Ansbert Gadicke, Luke Evnin, Vaughn M. Kailian,James Paul Scopa, Todd Foley and John Vander Vort are the members of BV LLC and BV V LLC. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
Each share of Series B Preferred Stock automatically converted into 0.121212 of a share of Common Stock without payment of further consideration upon the closing of the Issuer's initial public offering ("IPO"). The shares had no expiration date.
Represent the conversion of outstanding promissory notes in the principal amount of $182,056.00, plus interest accrued at 6% per annum, which became convertible at $11.00 per share, and simultaneously automatically converted into shares of the Issuer's Common Stock, upon the closing of the IPO. The principal amount of the notes were held as follows: $85,315.15 by BV IV QP, $3,286.84 by BV IV KG, $2,426.01 by AM BV4, $87,623.98 by BV V and $3,404.02 by AM BV5 and the principal and interest converted into the following shares of Common Stock: 7,833 by BV IV QP, 302 by BV IV KG, 223 by AM BV4, 8,045 by BV V and 313 by AM BV5.
The shares were acquired as follows: 7,833 by BV IV QP, 302 by BV IV KG, 223 by AM BV4, 8,045 by BV V and 313 by AM BV5.
The shares are held as follows: 481,186 by BV IV QP, 18,538 by BV IV KG, 13,683 by AM BV4, 494,209 by BV V and 19,199 by AM BV5. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
The shares were purchased as follows: 77,447 by BV IV QP, 2,983 by BV IV KG, 2,202 by AM BV4, 79,543 by BV V and 3,090 by AM BV5.
The shares are held as follows: 558,633 by BV IV QP, 21,521 by BV IV KG, 15,885 by AM BV4, 573,752 by BV V and 22,289 by AM BV5. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
Immediately.
Not applicable.
The shares of Series B Preferred Stock were held as follows: 3,905,170 by BV IV QP, 150,450 by BV IV KG, 111,047 by AM BV4, 4,010,853 by BV V and 155,814 by AM BV5.
Represents the automatic conversion of warrants to purchase Series B Preferred Stock into warrants to purchase Common Stock on a 1-for-8.25 basis upon the closing of the IPO.
The warrants were held as follows: 124,577 by BV IV QP, 4,799 by BV IV KG, 3,542 by AM BV4, 127,948 by BV V and 4,971 by AM BV5.
The warrants are held as follows: 15,100 by BV IV QP, 581 by BV IV KG, 429 by AM BV4, 15,508 by BV V and 602 by AM BV5. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
One-third of the total number of shares subject to this option vests and becomes exercisable on each anniversary of the grant date, so that the entire number of shares subject to this option becomes fully vested and exercisable on the third anniversary of the grant date.