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
	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* Lamm Carl (Last) (First) (Middle) 4698 WILLOW ROAD (Street) PLEASANTON CA 94588 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Zeltiq Aesthetics Inc [ ZLTQ ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) VP of Operations
	3. Date of Earliest Transaction (Month/Day/Year) 01/17/2014
	4. 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 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	01/17/2014		M		852(1)	A	$1.4313	15,948	D
Common Stock	01/17/2014		S		852(1)	D	$23.3922	15,096	D
Common stock	01/17/2014		M		965(1)	A	$1.2478	16,061	D
Common Stock	01/17/2014		S		965(1)	D	$23.3922	15,096	D
Common Stock	01/17/2014		M		731(1)	A	$11.3	16,637	D
Common Stock	01/17/2014		S		731(1)	D	$23.3922	15,096	D
Common Stock	01/17/2014		M		8,125(1)	A	$4.3	23,221	D
Common Stock	01/17/2014		S		8,125(1)	D	$23.3922	15,906	D
Common Stock	01/17/2014		M		1,067(1)	A	$10.2028	16,973	D
Common Stock	01/17/2014		S		1,067(1)	D	$23.3922	15,906	D

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
Stock Option (Right to Buy)	$1.4313	01/17/2014		M			852	(2)	11/29/2020	Common Stock	852	$1.4313	3,122	D
Stock Option (Right to Buy)	$1.2478	01/17/2014		M			965	(3)	07/27/2020	Common stock	965	$1.2478	3,377	D
Stock Option (Right to Buy)	$11.3	01/17/2014		M			731	(4)	02/16/2022	Common Stock	731	$11.3	9,503	D
Stock Option (Right to Buy)	$4.3	01/17/2014		M			8,125	(5)	11/14/2022	Common Stock	8,125	$4.3	21,875	D
Stock Option (Right to Buy)	$10.2028	01/17/2014		M			1,067	(6)	07/26/2021	Common Stock	1,067	$10.2028	10,132	D

Explanation of Responses:

1. The sales reported in this FORM 4 were effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on August 29, 2013 and amended on November 26, 2013.

2. 25% of the granted 13,623 shares underlying this option became exercisable on 11/30/2011. The remaining vest in a series of 36 equal monthly installments provided the Reporting Person continues to provide services to ZELTIQ Aesthetics, Inc.

3. 25% of the granted 23,160 shares underlying this option became exercisable on 6/27/2011. The remaining vest in a series of 36 equal monthly installments provided the Reporting Person continues to provide services to ZELTIQ Aesthetics, Inc.

4. One 48th of the shares vest in equal monthly installments over a 48 month period from the grant date February 17, 2012, provided the Reporting Person continues to provide services to ZELTIQ Aesthetics, Inc.

5. 25% of the granted 30,000 shares underlying this option became exercisable on 11/15/2013. The remaining vest in a series of 36 equal monthly installments provided the Reporting Person continues to provide services to ZELTIQ Aesthetics, Inc.

6. 25% of the granted 17,544 shares underlying this option became exercisable on 2/17/2013, and the remainder vest in equal monthly installments over a 36-month period thereafter, subject to the Reporting Person's continued service to the Issuer.

Remarks:

	/s/ Carl Lamm	01/22/2014
	** 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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