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^*

COUFAL SANDRA I

(Last)

(First)

(Middle)

7000 SHORELINE COURT

SUITE 201

(Street)

SOUTH SAN FRANCISCO

94080

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Tricida, Inc. [ TCDA ]

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

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/28/2019

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)
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	03/28/2019		S⁽¹⁾		2,000	D	$26.7⁽²⁾	15,725	I	By Coufal Irrevocable Trust⁽³⁾
Common Stock								893,292	I⁽⁴⁾⁽⁵⁾	By Sibling Capital Fund II-A L.P.⁽⁴⁾⁽⁵⁾
Common Stock								3,139,600	I⁽⁴⁾⁽⁶⁾	By Sibling Capital Fund II-B L.P.⁽⁴⁾⁽⁶⁾
Common Stock								1,810,195	I⁽⁴⁾⁽⁷⁾	By Sibling Capital Fund II-C L.P.⁽⁴⁾⁽⁷⁾
Common Stock								599,379	I⁽⁴⁾⁽⁸⁾	By Sibling Capital Fund II-D L.P.⁽⁴⁾⁽⁸⁾
Common Stock								463,158	I⁽⁴⁾⁽⁹⁾	By Sibling Insiders Fund II L.P.⁽⁴⁾⁽⁹⁾
Common Stock								217,199⁽¹⁰⁾	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)
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)

Explanation of Responses:

1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person's trust on November 17, 2018.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.83 to $27.49, inclusive. The reporting person undertakes to provide to Tricida, Inc., any security holder of Tricida, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4.

3. The spouse of the Reporting Person is the sole trustee of the Coufal Irrevocable Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Coufal Irrevocable Trust except to the extent of her pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

4. The Reporting Person is co-manager of SCV, SCV II, SCV III, SCV IV and Insiders II and, as such, may be deemed to have voting and investment power with respect to the shares held by the Sibling Funds. The Reporting Person disclaims beneficial ownership of shares held by the Sibling Funds, except to the extent of her proportionate pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.

5. The shares are held directly by Sibling Capital Fund II-A L.P. ("Sibling A"). SCV is the sole general partner of Sibling A.

6. The shares are held directly by Sibling Capital Fund II-B L.P. ("Sibling B"). Sibling Capital Ventures II LLC ("SCV II") is the sole general partner of Sibling B.

7. The shares are held directly by Sibling Capital Fund II-C L.P. ("Sibling C"). Sibling Capital Ventures III LLC ("SCV III") is the sole general partner of Sibling C.

8. The shares are held directly by Sibling Capital Fund II-D L.P. ("Sibling D"). Sibling Capital Ventures IV LLC ("SCV IV") is the sole general partner of Sibling D.

9. The shares are held directly by Sibling Insiders Fund II L.P. ("Insiders Fund", and together with Sibling A, Sibling B, Sibling C and Sibling D, the "Sibling Funds"). Sibling Insiders II LLC ("Insiders II") is the sole general partner of Insiders Fund.

10. Includes 3,632 shares of restricted stock units ("RSUs") that vest on the earlier of (i) the one-year anniversary of June 27, 2018 (the "Grant Date") and (ii) the Issuer's next regularly scheduled annual meeting of stockholders that occurs following the Grant Date (the "Next Annual Meeting"), subject to the Reporting Person's continuous service as a non-employee director through such vesting date. Each RSU represents a contingent right to receive one share of Common Stock.

Remarks:

Exhibit 24 - Power of Attorney (incorporated by reference to the Power of Attorney filed as Exhibit 24 to the Form 4 filed by the reporting person on December 28, 2018)

	/s/ Edward J. Hejlek, attorney-in-fact	03/29/2019
	** 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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