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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
X	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* HealthCare Royalty Partners II, L.P. (Last) (First) (Middle) 300 ATLANTIC STREET, SUITE 600 (Street) STAMFORD CT 06901 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Invuity, Inc. [ IVTY ]	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) 06/18/2015
	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	06/18/2015		C		1,158,564	A	(1)	1,158,564	I	See footnote(2)

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 E Preferred Stock	(1)	06/18/2015		C			1,127,378	(1)	(1)	Common Stock	1,158,564	$0.00	0	I	See footnote(2)
Warrant to Purchase Series E Preferred Stock	$13.3052	06/18/2015		C			84,553	(3)	02/28/2024	Common Stock	86,891	$0.00	0	I	See footnote(2)
Warrant to Purchase Common Stock	$12.9471	06/18/2015		C		86,891		(4)	02/28/2024	Common Stock	86,891	$0.00	86,891	I	See footnote(2)

1. Name and Address of Reporting Person* HealthCare Royalty Partners II, L.P. (Last) (First) (Middle) 300 ATLANTIC STREET, SUITE 600 (Street) STAMFORD CT 06901 (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* HealthCare Royalty Management, LLC (Last) (First) (Middle) 300 ATLANTIC STREET, SUITE 600 (Street) STAMFORD CT 06901 (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. 1,127,378 outstanding shares of Series E Preferred Stock automatically converted into 1,158,564 shares of Common Stock, on a 1.027662672-for-one basis, immediately prior to the closing of the Issuer's initial public offering of Common Stock and had no expiration date.

2. HealthCare Royalty Management, LLC is the investment manager of Healthcare Royalty Partners II, L.P. ("HCRPII") and therefore may be deemed to beneficially own the securities beneficially owned by HCRPII.

3. 100% of the shares subject to the warrant were fully vested and exercisable. The warrant to purchase 84,553 shares of Series E Preferred Stock automatically became exercisable for 86,891 shares of Common Stock, on a 1.027662672-for-one basis, immediately prior to the closing of the Issuer's initial public offering.

4. 100% of the shares subject to the warrant are fully vested and exercisable.

Remarks:

	/s/ Gregory B. Brown, M.D., Founding Managing Director of HealthCare Royalty GP II, LLC, the General Partner of HealthCare Royalty Partners II, L.P.	06/22/2015
	/s/ Gregory B. Brown, M.D., Founding Managing Director of HealthCare Royalty Management, LLC	06/22/2015
	** Signature of Reporting Person	Date
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