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Filing Details

Accession Number:: 0001181431-14-027151
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-07-22 17:07:42
Reporting Period:: 2014-07-22

Filing Date:: 2014-07-22
Accepted Time:: 2014-07-22 17:07:42
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1472343	Roka Bioscience Inc.	ROKA	Laboratory Analytical Instruments (3826)	270881542

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1452907	New Enterprise Associates 13 Lp	1954 Greenspring Drive Suite 600 Timonium MD 21093	No	No	Yes	No
1460751	Nea 13 Gp, Ltd	1954 Greenspring Drive Suite 600 Timonium MD 21093	No	No	Yes	No
1460752	Nea Partners 13, Limited Partnership	1954 Greenspring Drive Suite 600 Timonium MD 21093	No	No	Yes	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
Common Stock	Acquisiton	2014-07-22	1,119,565	$0.00	1,124,299	No	4	C	Direct
Common Stock	Acquisiton	2014-07-22	365,056	$0.00	1,489,355	No	4	C	Direct
Common Stock	Acquisiton	2014-07-22	801,741	$0.00	2,291,096	No	4	C	Direct
Common Stock	Acquisiton	2014-07-22	542,381	$0.00	2,833,477	No	4	C	Direct
Common Stock	Acquisiton	2014-07-22	383,333	$12.00	3,216,810	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	C	Direct
No	4	C	Direct
No	4	C	Direct
No	4	C	Direct
No	4	P	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Series B Preferred Stock	Disposition	2014-07-22	12,360,000	$0.00	1,119,565	$0.00
Common Stock	Series C Preferred Stock	Disposition	2014-07-22	4,030,224	$0.00	365,056	$0.00
Common Stock	Series D Preferred Stock	Disposition	2014-07-22	8,555,784	$0.00	801,741	$0.00
Common Stock	Series E Preferred Stock	Disposition	2014-07-22	5,987,892	$0.00	542,381	$0.00

Exercise Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
2009-09-10	No	4	C	Direct
2011-04-29	No	4	C	Direct
2011-12-19	No	4	C	Direct
2013-06-13	No	4	C	Direct

Footnotes

The securities are directly held by New Enterprise Associates 13, L.P. ("NEA 13") and are indirectly held by NEA Partners 13, L.P. ("NEA Partners 13"), the sole general partner of NEA 13, NEA 13 GP, LTD ("NEA 13 LTD"), the sole general partner of NEA Partners 13 and each of the individual directors of NEA 13 LTD (NEA Partners 13, NEA 13 LTD and the individual directors of NEA 13 LTD (collectively, the "Directors") together, the "Indirect Reporting Persons"). The Directors of NEA 13 LTD are M. James Barrett, Peter J. Barris, Forest Baskett, Ryan D. Drant, Patrick J. Kerins, Krishna "Kittu" Kolluri, David M. Mott, Scott D. Sandell, Ravi Viswanathan and Harry R. Weller. The Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA 13 securities in which the Indirect Reporting Persons have no pecuniary interest.
The shares of Series B Preferred Stock have no expiration date and automatically converted upon the consummation of the Issuer's initial public offering at a conversion ratio of 1 share of Series B Preferred Stock to 0.0906 shares of common stock, for no additional consideration. Such conversion is reflected in the amount of common stock underlying the security.
The shares of Series C Preferred Stock have no expiration date and automatically converted upon the consummation of the Issuer's initial public offering at a conversion ratio of 1 share of Series C Preferred Stock to 0.0906 shares of common stock, for no additional consideration. Such conversion is reflected in the amount of common stock underlying the security.
The shares of Series D Preferred Stock have no expiration date and automatically converted upon the consummation of the Issuer's initial public offering at a conversion ratio of 1 share of Series D Preferred Stock to 0.0937 shares of common stock, for no additional consideration. Such conversion is reflected in the amount of common stock underlying the security.
The shares of Series E Preferred Stock have no expiration date and automatically converted upon the consummation of the Issuer's initial public offering at a conversion ratio of 1 share of Series E Preferred Stock to 0.0906 shares of common stock, for no additional consideration. Such conversion is reflected in the amount of common stock underlying the security.