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*
QUAKER BIO VENTURES LP

(Last) (First) (Middle)
2929 ARCH STREET

(Street)
PHILADELPHIA PA 19104

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TRANZYME INC [ TZYM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
04/06/2011
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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 04/06/2011 C 2,189,791 A (1) 2,189,791 D(2)
Common Stock 04/06/2011 P 375,000 A $4 2,564,791 D(2)(3)
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
Series A Convertible Preferred Stock (1) 04/06/2011 C 15,328,551 (1) (1) Common Stock 2,189,791 $0 0 D
1. Name and Address of Reporting Person*
QUAKER BIO VENTURES LP

(Last) (First) (Middle)
2929 ARCH STREET

(Street)
PHILADELPHIA PA 19104

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
QUAKER BIOVENTURES CAPITAL LP

(Last) (First) (Middle)
2929 ARCH STREET

(Street)
PHILADELPHIA PA 19104

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Gavin Brenda D

(Last) (First) (Middle)
2929 ARCH STREET

(Street)
PHILADELPHIA PA 19104

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Each share of the Issuer's Series A Convertible Preferred Stock automatically converted, for no additional consideration, into shares of Common Stock prior to the closing of the Issuer's initial public offering on a 7-for-1 basis, reflecting a 1-for-7 reverse stock split which became effective on March 31, 2011.
2. These securities are owned of recored by Quaker BioVentures, L.P. ("Quaker"). Quaker BioVentures Capital, L.P. is the managing partner of Quaker and has voting and dispositive power over the shares held by Quaker. Voting and investment decisions made by Quaker BioVentures Capital, L.P. with respect to the shares held by Quaker are made by an investment committee comprised of the following managers of Quaker BioVentures Capital, L.P.: Brenda D. Gavin, P. Sherrill Neff and Ira M. Lubert, each of whom disclaims beneficial ownership of such securities except to the extent of his or her pecuniary interest therein.
3. These shares were purchased in the Issuer's initial public offering.
/s/ P. Sherrill Neff, member of Quaker BioVentures Capital, LLC, the general partner of Quaker BioVentures Capital, L.P. 04/06/2011
/s/ P. Sherrill Neff, member of Quaker BioVentures Capital, LLC, the general partner of Quaker BioVentures Capital, L.P., the general partner of Quaker BioVentures, L.P. 04/06/2011
/s/ Richard I. Eisenstadt for Brenda Gavin, Attorney-in-fact 04/06/2011
** 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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