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Filing Details

Accession Number:: 0000899243-16-035262
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2016-12-09 18:22:08
Reporting Period:: 2016-12-07

Filing Date:: 2016-12-09
Accepted Time:: 2016-12-09 18:22:08
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1280600	Acceleron Pharma Inc	XLRN	()	MA

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1117003	Terrance Mcguire	One Marina Park Drive, Suite 1100 Boston MA 02210		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	2016-12-07	180,518	$5.88	778,671	No	4	X	Indirect	See Footnote
Common Stock	Disposition	2016-12-08	34,285	$30.96	744,386	No	4	S	Indirect	See Footnote
Common Stock	Acquisiton	2016-12-07	3,384	$5.88	747,770	No	4	X	Indirect	See Footnote
Common Stock	Disposition	2016-12-08	643	$30.96	747,127	No	4	S	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	X	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	X	Indirect	See Footnote
No	4	S	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	Warrant (Right to Buy)	Disposition	2016-12-07	180,518	$0.00	180,518	$5.88
Common Stock	Warrant (Right to Buy)	Disposition	2016-12-07	3,384	$0.00	3,384	$5.88

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	2010-06-10	2020-06-10	No	4	X	Indirect
0	2010-06-10	2020-06-10	No	4	X	Indirect

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	1,624	Direct

Footnotes

Represents 766,574 shares, 10,102 shares, and 1,995 shares directly owned by Polaris Venture Partners IV, L.P. ("PVP IV"), Polaris Venture Partners Entrepreneurs' Fund IV, L.P. ("PVPE IV") and Polaris Venture Management IV, L.L.C. ("PVM IV"), respectively.
The Reporting Person is a managing member of PVM IV, the general partner of each of PVP IV and PVPE IV. The Reporting Person disclaims beneficial ownership of the Funds' and PVM IV's securities and this report shall not be deemed an admission that any of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their pecuniary interest, if any, therein.
On December 7, 2016, the PVP IV exercised a warrant to purchase 180,518 share of the Issuer's Common Stock for $5.88 per share. PVP IV paid the exercise price on a cashless basis, resulting in the Issuer withholding 34,285 shares of the Issuer's shares of common stock subject to the warrant to pay the exercise price and issuing PVP IV the remaining 146,233 shares of the Issuer's common stock. The Issuer also paid $17.76 to PVP IV in lieu of a fractional share.
Represents 732,289 shares, 10,102 shares, and 1,995 shares directly owned by PVP IV, PVPE IV and PVM IV, respectively.
Represents 732,289 shares, 13,486 shares, and 1,995 shares directly owned by PVP IV, PVPE IV and PVM IV, respectively.
On December 7, 2016, the PVPE IV exercised a warrant to purchase 3,384 share of the Issuer's Common Stock for $5.88 per share. PVPE IV paid the exercise price on a cashless basis, resulting in the Issuer withholding 643 shares of the Issuer's shares of common stock subject to the warrant to pay the exercise price and issuing PVPE IV the remaining 2,741 shares of the Issuer's common stock. The Issuer also paid $9.36 to PVPE IV in lieu of a fractional share.
Represents 732,289 shares, 12,843 shares, and 1,995 shares directly owned by PVP IV, PVPE IV and PVM IV, respectively.