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^*

CMEA Ventures VII LP

(Last)

(First)

(Middle)

ONE LETTERMAN DRIVE

BUILDING C, SUITE CM500

(Street)

SAN FRANCISCO

94129

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Auspex Pharmaceuticals, Inc. [ ASPX ]

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)
01/08/2015

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)
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	01/08/2015		X		41,282	A	$3.879	3,261,281	D
Common Stock	01/08/2015		S⁽¹⁾		3,260	D	$49.129	3,258,021	D
Common Stock	01/08/2015		X		1,058	A	$3.879	83,673	I	By: CMEA Ventures VII (Parallel) LP
Common Stock	01/08/2015		S⁽²⁾		84	D	$49.129	83,589	I	By: CMEA Ventures VII (Parallel) LP

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)
Warrant (right to buy)	$3.879	01/08/2015		X			41,282	01/08/2010	01/08/2015	Common Stock	41,282	$0.00	0	D
Warrant (right to buy))	$3.879	01/08/2015		X			1,058	01/08/2010	01/08/2015	Common Stock	1,058	$0.00	0	I	By: CMEA Ventures VII (Parallel) LP

1. Name and Address of Reporting Person^*

CMEA Ventures VII LP

(Last)

(First)

(Middle)

ONE LETTERMAN DRIVE

BUILDING C, SUITE CM500

(Street)

SAN FRANCISCO

94129

(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^*

CMEA VENTURES VII (PARALLEL) LP

(Last)

(First)

(Middle)

ONE LETTERMAN DRIVE

BUILDING C, SUITE CM500

(Street)

SAN FRANCISCO

94129

(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. On January 8, 2015, the reporting person exercised a warrant to purchase 41,282 shares of ASPX common stock for $3.879 a share. The reporting person paid the exercise price on a cashless basis, resulting in ASPX's withholding 3,260 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining shares.

2. On January 8, 2015, the reporting person exercised a warrant to purchase 1,058 shares of ASPX common stock for $3.879 a share. The reporting person paid the exercise price on a cashless basis, resulting in ASPX's withholding 84 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining shares.

Remarks:

	CMEA Ventures VII, L.P. By: CMEA Ventures VII GP, L.P., its General Partner By: CMEA Ventures VII GP, LLC, its General Partner By: /s/ David Collier, Manager	01/17/2015
	David Collier, Manager of CMEA Ventures VII GP, LLC, General Parter of CMEA Ventures VII GP, L.P., General Partner of CMEA Ventures VII (Parallel), LP	01/17/2015
	** 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 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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