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*
Capital regional et cooperatif Desjardins

(Last) (First) (Middle)
2 COMPLEXE DESJARDINS, #1717
P.O. BOX 760

(Street)
MONTREAL, QUEBEC, CANADA H5B 1B8

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TRANZYME INC [ TZYM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
04/06/2011
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 04/06/2011 C 14,497 A (1) 14,497 D(3)
Common Stock 04/06/2011 C 1,217,804 A (2)(1) 1,232,301 D(3)
Common Stock 04/06/2011 C 29,721 A (1) 1,262,022 I(4) By Desjardins-Innovatech S.E.C.
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
Common Exchangeable Shares of Tranzyme Pharma Inc. (1) 04/06/2011 C 101,482 (1) (1) Common Stock 14,497 $0 0 D
Preferred Exchangeable Shares of Tranzyme Pharma Inc. (2) 04/06/2011 C 8,524,692 (2) (2) Common Exchangeable Shares of Tranzyme Pharma Inc.(1) 1,217,804 $0 0 D
Common Exchangeable Shares of Tranzyme Pharma Inc. (1) 04/06/2011 C 208,052 (1) (1) Common Stock 29,721 $0 0 I By Desjardins-Innovatech S.E.C.
1. Name and Address of Reporting Person*
Capital regional et cooperatif Desjardins

(Last) (First) (Middle)
2 COMPLEXE DESJARDINS, #1717
P.O. BOX 760

(Street)
MONTREAL, QUEBEC, CANADA H5B 1B8

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Desjardins-Innovatech S.E.C.

(Last) (First) (Middle)
2 COMPLEXE DESJARDINS, #1717
P.O. BOX 760

(Street)
MONTREAL, QUEBEC, CANADA H5B 1B8

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The Common Exchangeable Shares of Tranzyme Pharma Inc. were automatically exchanged for shares of the Issuer's Common Stock prior to the closing of the Issuer's initial public offering on a 7-for-1 basis, reflecting a 1-for-7 reverse stock split of the Issuer's Common Stock which became effective on March 31, 2011.
2. The Preferred Exchangeable Shares of Tranzyme Pharma Inc. automatically converted into Common Exchangeable Shares of Tranzyme Pharma Inc. prior to the closing of the Issuer's initial public offering in a corporate reorganization.
3. These securities are owned of record by Capital regional et cooperatif Desjardins ("CRCD"), and ultimate control over voting and investment determinations with respect to the shares held by CRCD are made by the board of directors of CRCD, which is comprised of the following directors: Marlene Deveaux, Michael Dorosz, Maurice Doyon, Francine Ferland, Josee Fortin, Pierre Gauvreau, Evangeliste Bourdages, Andre Lachapelle, Steve Lepage, Jean-Claude Loranger, Bruno Morin, Jacques Plante and Claudine Roy, each of whom disclaims beneficial ownership of such securities except to the extent of his or her pecuniary interest therein.
4. These securities are owned of record by Desjardins-Innovatech S.E.C. Ultimate control over voting and investment determinations with respect to the shares held by Desjardins-Innovatech S.E.C. are made by the board of directors of CRCD, which is comprised of the following directors: Marlene Deveaux, Michael Dorosz, Maurice Doyon, Francine Ferland, Josee Fortin, Pierre Gauvreau, Evangeliste Bourdages, Andre Lachapelle, Steve Lepage, Jean-Claude Loranger, Bruno Morin, Jacques Plante and Claudine Roy, each of whom disclaims beneficial ownership of such securities except to the extent of his or her pecuniary interest therein.
/s/ Renaud Lebuis, Legal Advisor, and /s/ Gerald St. Aubin, Vice-President, for Capital regional et cooperative Desjardins 04/06/2011
/s/ Renaud Lebuis, Legal Advisor, and /s/ Gerald St. Aubin, Vice-President, for Desjardins-Innovatech S.E.C. 04/06/2011
** Signature of Reporting Person Date
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