SEC FORM 3

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^*

PAPADOPOULOS STELIOS

(Last)

(First)

(Middle)

C/O REGULUS THERAPEUTICS INC.

3545 JOHN HOPKINS COURT, SUITE 210

(Street)

SAN DIEGO

92121

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/04/2012

3. Issuer Name and Ticker or Trading Symbol
Regulus Therapeutics Inc. [ RGLS ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	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)

X	Form filed by One Reporting Person
	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)

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Employee Stock Option (Right to Buy)	⁽¹⁾	02/08/2019	Common Stock	150,000	$0.38	D
Employee Stock Option (Right to Buy)	⁽²⁾	12/01/2019	Common Stock	17,500	$0.38	D
Employee Stock Option (Right to Buy)	⁽³⁾	01/02/2021	Common Stock	17,500	$1.74	D
Employee Stock Option (Right to Buy)	⁽⁴⁾	02/08/2022	Common Stock	17,500	$2.66	D

Explanation of Responses:

1. As of the date of this Form 3, 140,625 shares are fully vested, with the remaining 9,375 shares vesting monthly through January 1, 2013.

2. As of the date of this Form 3, 12,395 shares are fully vested, with the remaining 5,105 shares vesting monthly through December 2, 2013.

3. As of the date of this Form 3, 7,656 shares are fully vested, with the remaining 9,844 shares vesting monthly through January 1, 2015.

4. As of the date of this Form 3, 0 shares are fully vested, with the remaining 17,500 shares vesting monthly through January 1, 2016.

	/s/ Stelios Papadopoulos	10/04/2012
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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