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* Brookline Tracon Investment Fund II, LLC (Last) (First) (Middle) C/O BROOKLINE INVESTMENTS INC. 2501 TWENTIETH PLACE SOUTH, STE 275 (Street) BIRMINGHAM AL 35223 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 01/29/2015	3. Issuer Name and Ticker or Trading Symbol Tracon Pharmaceuticals, Inc. [ TCON ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 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) Form filed by One Reporting Person X 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)
Common Stock	437,210	I	By Brookline Tracon Investment Fund, LLC
Common Stock	49,380	I	By CSA Biotechnology Fund I, LLC
Common Stock	93,460	I	By CSA Biotechnology Fund II, LLC

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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series A Redeemable Convertible Preferred Stock	(1)	(1)	Common Stock	416,059	(2)	D
Series B Redeemable Convertible Preferred Stock	(1)	(1)	Common Stock	241,493	(2)	D

1. Name and Address of Reporting Person* Brookline Tracon Investment Fund II, LLC (Last) (First) (Middle) C/O BROOKLINE INVESTMENTS INC. 2501 TWENTIETH PLACE SOUTH, STE 275 (Street) BIRMINGHAM AL 35223 (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* CSA Biotechnology Fund II, LLC (Last) (First) (Middle) C/O BROOKLINE INVESTMENTS INC. 2501 TWENTIETH PLACE SOUTH, STE 275 (Street) BIRMINGHAM AL 35223 (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 shares are convertible at any time at the holder's election, and automatically upon the closing of the Issuer's initial public offering, and have no expiration date.

2. The preferred stock is convertible into the number of shares of the Issuer's common stock shown in Column 3 above at a rate of 1 share of common stock for each 3.87 shares of preferred stock

Remarks:

	/s/ Patricia L. Bitar, Attorney-in-Fact	01/29/2015
	Patricia L. Bitar, Attorney-in-Fact	01/29/2015
	** 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).
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