SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

RENTON HOLLINGS

(Last)

(First)

(Middle)

C/O PORTOLA PHARMACEUTICALS, INC.

270 EAST GRAND AVENUE, SUITE 22

(Street)

SOUTH SAN FRANCISCO

94080

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/21/2013

3. Issuer Name and Ticker or Trading Symbol
PORTOLA PHARMACEUTICALS INC [ PTLA ]

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (Right to Buy)	⁽¹⁾	04/27/2020	Common Stock	20,000	$9	D
Stock Option (Right to Buy)	⁽²⁾	12/14/2021	Common Stock	5,000	$7	D
Stock Option (Right to Buy)	⁽³⁾	12/14/2021	Common Stock	520	$7	D
Stock Option (Right to Buy)	⁽⁴⁾	09/24/2022	Common Stock	5,000	$7	D
Series D Convertible Preferred Stock	⁽⁵⁾	⁽⁶⁾	Common Stock	2,826	⁽⁵⁾	I	By the Renton Family Community Property Trust

Explanation of Responses:

1. The Option shares shall vest as follows: 1/24th of the shares subject to such option shall vest each month after April 29, 2010, subject to Reporting Person's Continuous Service ( as defined in the Issuer's 2003 Equity Incentive Plan) as of each such date.

2. The Option shares shall vest as follows: 1/24th of the shares subject to such option shall vest each month after September 22, 2011, subject to Reporting Person's Continuous Service ( as defined in the Issuer's 2003 Equity Incentive Plan) as of each such date.

3. The Option is fully vested as of December 15, 2011.

4. The Option shares shall vest as follows: 50% of the shares vest one year after September 1, 2012; the balance of the shares vest in a series of twelve (12) successive equal monthly installments measured from the first anniversary of September 1, 2012, subject to Reporting Person's Continuous Service (as defined in the Issuer's 2003 Equity Incentive Plan) as of each such date.

5. The Series D Preferred Stock has no expiration date and is convertible at any time at the option of the holder and will automatically convert upon the closing of the Issuer's initial public offering, at a conversion ratio of 1 share of Common Stock for every 1 share of Series D Preferred Stock, for no additional consideration.

6. The shares do not have an expiration date.

Remarks:

	/s/ Sally A. Kay, as attorney-in-fact	05/21/2013
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.