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Filing Details

Accession Number:: 0001209191-13-051400
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-11-08 16:25:04
Reporting Period:: 2013-11-07

Filing Date:: 2013-11-08
Accepted Time:: 2013-11-08 16:25:04
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1446847	Ironwood Pharmaceuticals Inc	IRWD	Pharmaceutical Preparations (2834)	043404176

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1117003	Terrance Mcguire	C/O Ironwood Pharmaceuticals, Inc. 301 Binney Street Cambridge MA 02142		Yes	No	No	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2013-11-06	186	$0.00	2,915	No	5	J	Direct
Class A Common Stock	Acquisiton	2013-11-06	106	$0.00	1,626	No	5	J	Indirect	By Polaris Venture Management Co. II, L.L.C.
Class B Common Stock	Disposition	2013-11-07	57	$9.11	0	No	4	S	Indirect	By Polaris Venture Partners Founders' Fund II, L.P.
Class B Common Stock	Disposition	2013-11-07	2,026	$9.11	0	No	4	S	Indirect	By Polaris Venture Partners II, L.P.

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	5	J	Direct
No	5	J	Indirect	By Polaris Venture Management Co. II, L.L.C.
No	4	S	Indirect	By Polaris Venture Partners Founders' Fund II, L.P.
No	4	S	Indirect	By Polaris Venture Partners II, L.P.

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class B Common Stock	40,000	Indirect	By Bartlett Partners, LLC

Footnotes

Distributed pro rata to the partners of Polaris Venture Partners Founders' Fund II, L.P. without additional consideration in accordance with the partnership agreement of Polaris Venture Partners Founders' Fund II, L.P. In order to effect the distribution, shares of Class B Common Stock were converted into shares of Class A Common Stock in accordance with the issuer's certificate of incorporation.
The reporting person is a managing member of Polaris Venture Management Co. II, L.L.C., the beneficial owner of the securities. The reporting person disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein.
In prior reports, the reporting person reported indirect beneficial ownership of 10,455 shares of Class B Common Stock held by Polaris Venture Partners Founders' Fund II, L.P. On November 6, 2013, Polaris Venture Partners Founders' Fund II, L.P. distributed 10,398 shares to its partners without additional consideration in accordance with its partnership agreement. Also, as reported on this form, Polaris Venture Partners Founders' Fund II, L.P. sold 57 shares on November 7, 2013. In order to effect the distribution and sale, shares of Class B Common Stock were converted into shares of Class A Common Stock in accordance with the issuer's certificate of incorporation.
The reporting person is a managing member of the general partner of Polaris Venture Partners Founders' Fund II, L.P., the beneficial owner of the securities. The reporting person disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein.
In prior reports, the reporting person reported indirect beneficial ownership of 465,178 shares of Class B Common Stock held by Polaris Venture Partners II, L.P. On November 6, 2013, Polaris Venture Partners II, L.P. distributed 463,152 shares to its partners without additional consideration in accordance with its partnership agreement. Also, as reported on this form, Polaris Venture Partners II, L.P. sold 2,026 shares on November 7, 2013. In order to effect the distribution and sale, shares of Class B Common Stock were converted into shares of Class A Common Stock in accordance with the issuer's certificate of incorporation.
The reporting person is a managing member of the general partner of Polaris Venture Partners II, L.P., the beneficial owner of the securities. The reporting person disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein.
The reporting person is a managing member of Bartlett Partners, LLC, the beneficial owner of the securities. The reporting person disclaims beneficial ownership of the securities, except to the extent of his pecuniary interest therein.