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Filing Details

Accession Number:: 0001193805-16-003608
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2016-07-18 18:20:15
Reporting Period:: 2016-07-14

Filing Date:: 2016-07-18
Accepted Time:: 2016-07-18 18:20:15
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
805928	Axogen Inc.	AXGN	Electromedical & Electrotherapeutic Apparatus (3845)	411301878

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1009258	Deerfield Management Co	780 Third Avenue, 37Th Floor New York NY 10017	No	No	Yes	Yes
1010823	L.p. Mgmt Deerfield	780 Third Avenue, 37Th Floor New York NY 10017	No	No	Yes	Yes
1352546	E James Flynn	780 Third Avenue, 37Th Floor New York NY 10017	No	No	Yes	Yes
1354395	Deerfield Special Situations Fund, L.p.	780 Third Avenue, 37Th Floor New York NY 10017	No	No	Yes	Yes

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	Disposition	2016-07-14	206,090	$7.70	3,175,349	No	4	S	Indirect	Through Deerfield Special Situations Fund, L.P.
Common Stock	Disposition	2016-07-15	31,788	$7.32	3,143,561	No	4	S	Indirect	Through Deerfield Special Situations Fund, L.P.
Common Stock	Disposition	2016-07-18	41,425	$6.87	3,102,136	No	4	S	Indirect	Through Deerfield Special Situations Fund, L.P.

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	Through Deerfield Special Situations Fund, L.P.
No	4	S	Indirect	Through Deerfield Special Situations Fund, L.P.
No	4	S	Indirect	Through Deerfield Special Situations Fund, L.P.

Footnotes

The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $7.60 to $7.77, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1), (2) and (3) of this Form 4.
The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $7.00 to $7.57, inclusive.
The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $6.75 to $6.935, inclusive.
This Form 4 is being filed by the undersigned as well as the entities listed on the Joint Filer Information Statement attached as an exhibit hereto (the "Reporting Persons"). Deerfield Mgmt, L.P. is the general partner of Deerfield Special Situations Fund, L.P. (the "Fund"). Deerfield Management Company, L.P. is the investment manager of the Fund. James E. Flynn is the sole member of the general partner of each of Deerfield Mgmt, L.P. and Deerfield Management Company, L.P.
In accordance with Instruction 4 (b)(iv) to Form 4, the entire amount of the Issuer's securities held by the Fund is reported herein. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.