SEC FORM 4

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^*

Benson Buzz

(Last)

(First)

(Middle)

C/O SIGHTLINE VINTAGE MANAGEMENT, LLC

50 SOUTH 6TH STREET, SUITE 1490

(Street)

MINNEAPOLIS

55402

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
LIPOSCIENCE INC [ LPDX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2013

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	01/30/2013		C		788,834⁽¹⁾	A	⁽²⁾	804,210	I	By funds⁽³⁾⁽⁴⁾
Common Stock	01/30/2013		P		50,000⁽⁵⁾	A	$9	854,210	I	By funds⁽⁴⁾⁽⁶⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series B Convertible Preferred Stock	⁽⁷⁾	01/30/2013		C			8,334	⁽⁷⁾	⁽⁷⁾	Common Stock	9,700	$0.00	0	I	By funds⁽⁴⁾⁽⁸⁾
Series D-1 Convertible Preferred Stock	⁽⁹⁾	01/30/2013		C			766,284	⁽⁹⁾	⁽⁹⁾	Common Stock	445,977	$0.00	0	I	By funds⁽⁴⁾⁽¹⁰⁾
Series E Convertible Preferred Stock	⁽¹¹⁾	01/30/2013		C			388,074	⁽¹¹⁾	⁽¹¹⁾	Common Stock	188,215	$0.00	0	I	By funds⁽⁴⁾⁽¹²⁾
Series F Convertible Preferred Stock	⁽¹¹⁾	01/30/2013		C			298,851	⁽¹¹⁾	⁽¹¹⁾	Common Stock	144,942	$0.00	0	I	By funds⁽⁴⁾⁽¹³⁾

Explanation of Responses:

1. The total represents shares received upon conversion of shares of Series B, Series D-1, Series E and Series F convertible preferred stock.

2. Effective immediately prior to the closing of the issuer's initial public offering of its common stock, each share of Series B convertible preferred stock automatically converted into 1.164 shares of common stock, each share of Series D-1 convertible preferred stock automatically converted into 0.582 shares of common stock and each share of Series E and Series F convertible preferred stock automatically converted into 0.485 shares of common stock. The convertible preferred stock had no expiration date.

3. The total includes 592,660 shares held by SightLine Healthcare Fund III, L.P. ("SHF III"), 100,056 shares held by SightLine Healthcare Opportunity Fund, LLC ("SHOF") and 111,494 shares held by SightLine Healthcare Vintage Fund, L.P. ("SHVF").

4. The reporting person is a Managing Director of each of (a) SightLine Healthcare Management III, L.P., the general partner of SHF III, (b) SightLine Opportunity Management, LLC, the managing member of SHOF and (c) SightLine Vintage Management, LLC, the general partner of SHVF. The reporting person may be deemed to beneficially own the reported securities but disclaims beneficial ownership of such reported securities except to the extent of his pecuniary interest therein. The filing of this statement shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of the equity securities covered by this statement.

5. These shares were purchased by SHVF in issuer's initial public offering.

6. The total includes 592,660 shares held by SHF III, 100,056 shares held by SHOF and 161,494 shares held by SHVF.

7. The Series B Convertible Preferred Stock converted into common stock on a 1.164-for-1 basis and had no expiration date.

8. SHOF owned these shares of Series B Convertible Preferred Stock.

9. The Series D-1 Convertible Preferred Stock converted into common stock on a 0.582-for-1 basis and had no expiration date.

10. SHF III owned these shares of Series D-1 Convertible Preferred Stock.

11. The Series E and Series F Convertible Preferred Stock converted into common stock on a 0.485-for-1 basis and had no expiration date.

12. SHF III owned 201,772 shares of Series E Convertible Preferred Stock and SHOF owned 186,302 shares of Series E Convertible Preferred Stock.

13. SHF III owned 68,966 shares of Series F Convertible Preferred Stock and SHVF owned 229,885 shares of Series F Convertible Preferred Stock.

Remarks:

	/s/ Brian F. Leaf, attorney-in-fact	01/30/2013
	** 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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