SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
THREE ARCH PARTNERS II LP

(Last) (First) (Middle)
C/O THREE ARCH PARTNERS
3200 ALPINE ROAD

(Street)
PORTOLA VALLEY CA 94028

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
EPOCRATES INC [ EPOC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
Officer (give title below) X Other (specify below)
Former 10% Owner
3. Date of Earliest Transaction (Month/Day/Year)
02/07/2011
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/07/2011 C 1,018,165 A $0 1,018,165 I See Footnote(1)
Common Stock 02/07/2011 C 348,001 A $0 1,366,166 I See Footnote(1)
Common Stock 02/07/2011 C 581,279 A $0 1,947,445 I See Footnote(1)
Common Stock 02/07/2011 S 292,116 D $16 1,655,329 I See Footnote(1)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Convertible Preferred Stock $0 02/07/2011 C 1,295,376 (2) (2) Common Stock 1,018,165 $0 0 I See Footnote(1)
Series B Convertible Preferred Stock $0 02/07/2011 C 383,205 (3) (3) Common Stock 348,001 $0 0 I See Footnote(1)
Series C Convertible Preferred Stock $0 02/07/2011 C 739,541 (2) (2) Common Stock 581,279 $0 0 I See Footnote(1)
1. Name and Address of Reporting Person*
THREE ARCH PARTNERS II LP

(Last) (First) (Middle)
C/O THREE ARCH PARTNERS
3200 ALPINE ROAD

(Street)
PORTOLA VALLEY CA 94028

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
Former 10% Owner
1. Name and Address of Reporting Person*
THREE ARCH MANAGEMENT II LLC

(Last) (First) (Middle)
C/O THREE ARCH PARTNERS
3200 ALPINE ROAD

(Street)
PORTOLA VALLEY CA 94028

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
Former 10% Owner
1. Name and Address of Reporting Person*
WAN MARK A

(Last) (First) (Middle)
C/O THREE ARCH PARTNERS
3200 ALPINE ROAD

(Street)
PORTOLA VALLEY CA 94028

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
Former 10% Owner
1. Name and Address of Reporting Person*
JAEGER WILFRED E

(Last) (First) (Middle)
C/O THREE ARCH PARTNERS
3200 ALPINE ROAD

(Street)
PORTOLA VALLEY CA 94028

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
Former 10% Owner
Explanation of Responses:
1. The shares are owned by Three Arch Partners II, L.P. ("Three Arch"). Three Arch Management II, L.L.C. ("TAM II") is the general partner of Three Arch and thereby has sole voting and investment control over the shares owned by the Three Arch. Mark A. Wan and Wilfred E. Jaeger are managing members of TAM II and have shared voting and investment control over the shares owned by Three Arch. The managing members of TAM II disclaim beneficial ownership of the shares held by Three Arch except to the extent of their respective pecuniary interest therein.
2. Each of the shares of the Issuer's Series A Convertible Preferred Stock and Series C Convertible Preferred Stock automatically converted into 0.786 shares of the Issuer's Common Stock immediately prior to the closing of the Issuer's initial public offering and have no expiration date.
3. Each of the shares of the Issuer's Series B Convertible Preferred Stock automatically converted into 0.90813437 shares of the Issuer's Common Stock immediately prior to the closing of the Issuer's initial public offering and has no expiration date.
Three Arch Partners II, L.P., By: Three Arch Management II, L.L.C., Its: General Partner, By: /s/ Mark Wan, Managing Member 02/07/2011
Three Arch Management II, L.L.C., By: /s/ Mark Wan, Managing Member 02/07/2011
/s/ Mark A. Wan 02/07/2011
/s/ Wilfred E. Jaeger 02/07/2011
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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