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* Koh Bong Y (Last) (First) (Middle) C/O AVEXIS, INC. 2275 HALF DAY ROAD, SUITE 160 (Street) BANNOCKBURN IL 60015 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/10/2016	3. Issuer Name and Ticker or Trading Symbol AveXis, Inc. [ AVXS ]
		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)
Common Stock	517,499	I	See Footnote(1)(2)

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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B-1 Common Stock	(3)	(3)	Common Stock	103,499	(3)	I	See Footnote(2)(4)
Class D Common Stock	(3)	(3)	Common Stock	314,659	(3)	I	See Footnote(2)(5)

Explanation of Responses:

1. Consists of (i) 368,201 shares held by Venrock Healthcare Capital Partners II, L.P. ("VHCPII"), and (ii) 149,298 shares held by VHCP Co-Investment Holdings II, LLC ("Co-Invest II").

2. The Reporting Person, a member of the Board of Directors of the Issuer, is a member of VHCP Management II, LLC, the sole general partner of VHCPII and the sole manager of Co-Invest II and, as such, may be deemed to beneficially own the securities owned by each of VHCPII and Co-Invest II. The Reporting Person disclaims beneficial ownership of the shares beneficially owned by VHCPII and Co-Invest II, except to the extent of his pecuniary interest therein.

3. The Class B-1 Common Stock and Class D Common Stock will automatically convert into the same number of shares of Common Stock upon the closing of the Issuer's initial public offering. The Class B-1 Common Stock and Class D Common Stock have no expiration date.

4. Consists of (i) 73,640 shares of Class B-1 Common Stock owned by VHCPII, and (ii) 29,859 shares of Class B-1 Common Stock owned by Co-Invest II.

5. Consists of (i) 223,880 shares of Class D Common Stock owned by VHCPII, and (ii) 90,779 shares of Class D Common Stock owned by Co-Invest II.

Remarks:

Exhibit List - Exhibit 24 - Power of Attorney

	/s/Madison Jones, Attorney-in-Fact	02/10/2016
	** 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).
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