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^*

Nothias Jean-Yves

(Last)

(First)

(Middle)

C/O SCYNEXIS, INC.,

3501 C TRICENTER BOULEVARD

(Street)

DURHAM

27713

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/02/2014

3. Issuer Name and Ticker or Trading Symbol
SCYNEXIS INC [ SCYX ]

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)
Common Stock Warrant (right to buy)	12/07/2011	12/06/2016	Common Stock	5,251⁽¹⁾	$0.2	I	By FCPR Biotechnology Fund
Common Stock Warrant (right to buy)	05/15/2012	05/14/2017	Common Stock	5,251⁽¹⁾	$0.2	I	By FCPR Biotechnology Fund
Common Stock Warrant (right to buy)	12/11/2013	12/10/2018	Common Stock	25,998⁽¹⁾	$0.2	I	By FCPR Biotechnology Fund
Series B Preferred Stock	08/24/2000	⁽²⁾	Common Stock	46,863⁽¹⁾⁽²⁾	⁽²⁾	I	By FCPR Biotechnology Fund
Series C Preferred Stock	06/19/2002	⁽³⁾	Common Stock	88,796⁽¹⁾⁽³⁾	⁽³⁾	I	By FCPR Biotechnology Fund
Series D-1 Preferred Stock	12/11/2013	⁽⁴⁾	Common Stock	42,336⁽¹⁾⁽⁴⁾	⁽⁴⁾	I	By FCPR Biotechnology Fund
Series D-2 Preferred Stock	12/11/2013	⁽⁵⁾	Common Stock	30,582⁽¹⁾⁽⁵⁾	⁽⁵⁾	I	By FCPR Biotechnology Fund

Explanation of Responses:

1. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.

2. Each of the Series B Preferred Stock is convertible into Common Stock of the Issuer on a 1-for-3.536 basis at any time at the holder's election, and automatically upon the closing of the Issuer's initial public offering, and has no expiration date.

3. Each of the Series C Preferred Stock is convertible into Common Stock of the Issuer on a 1-for-3.536 basis at any time at the holder's election, and automatically upon the closing of the Issuer's initial public offering, and has no expiration date.

4. Each of the Series D-1 Preferred Stock is convertible into Common Stock of the Issuer on a 1-for-20.4 basis at any time at the holder's election, and automatically upon the closing of the Issuer's initial public offering, and has no expiration date.

5. Each of the Series D-2 Preferred Stock is convertible into Common Stock of the Issuer on a 1-for-20.4 basis at any time at the holder's election, and automatically upon the closing of the Issuer's initial public offering, and has no expiration date.

Remarks:

	/s/ Eileen Pruette, by power of attorney	05/02/2014
	** 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 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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