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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* THOMAS MCNERNEY & PARTNERS LP (Last) (First) (Middle) 60 SOUTH SIXTH STREET SUITE 3620 (Street) MINNEAPOLIS MN 55402 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Ocera Therapeutics, Inc. [ OCRX ]	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) 07/15/2013
	4. If Amendment, Date of Original Filed (Month/Day/Year) 04/06/2011	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, par value $0.00001 per share	07/15/2013		J(3)		1,675,677	A	$6	1,675,677	D(1)(2)
Common Stock, par value $0.00001 per share	07/15/2013		J(3)		762,892	A	$6	762,892	I	See footnotes(1)(2)

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
Stock Option (Right to Buy)	$4	04/19/2011		A		25,000		04/19/2011	04/19/2021	Common Stock	2,083	$0.00	25,000	I	See footnote(4)
Stock Option (Right to Buy)	$4.24	08/07/2012		A		31,835		08/07/2012	08/07/2022	Common Stock	2,652	$0.00	31,835	I	See footnote(5)
Stock Option (Right to Buy)	$0.11	02/06/2006		A		100,000		02/06/2006	02/06/2016	Common Stock	11,969	$0.00	100,000	I	See footnote(6)
Stock Option (Right to Buy)	$0.22	02/11/2009		A		25,000		02/11/2009	02/11/2019	Common Stock	2,992	$0.00	25,000	I	See footnote(6)
Stock Option (Right to Buy)	$0.22	02/11/2010		A		25,000		02/11/2010	02/11/2020	Common Stock	2,992	$0.00	25,000	I	See footnote(6)
Warrants	$0.08	03/30/2012		A		161,855		03/30/2012	03/30/2019	Common Stock	19,372	$44.23	161,855	I	See footnote(7)
Warrants	$0.08	10/01/2012		A		161,855		10/01/2012	10/01/2019	Common Stock	19,372	$44.23	161,855	I	See footnote(7)

1. Name and Address of Reporting Person* THOMAS MCNERNEY & PARTNERS LP (Last) (First) (Middle) 60 SOUTH SIXTH STREET SUITE 3620 (Street) MINNEAPOLIS MN 55402 (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* TMP Nominee, LLC (Last) (First) (Middle) 60 SOUTH SIXTH STREET SUITE 3620 (Street) MINNEAPOLIS MN 55402 (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* TMP ASSOCIATES LP (Last) (First) (Middle) 60 SOUTH SIXTH STREET SUITE 3620 (Street) MINNEAPOLIS MN 55402 (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* Thomas, McNerney & Partners, LLC (Last) (First) (Middle) 60 SOUTH SIXTH STREET SUITE 3620 (Street) MINNEAPOLIS MN 55402 (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* THOMAS JAMES E (Last) (First) (Middle) 60 SOUTH SIXTH STREET SUITE 3620 (Street) MINNEAPOLIS MN 55402 (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* McNerney Pete (Last) (First) (Middle) 60 SOUTH SIXTH STREET SUITE 3620 (Street) MINNEAPOLIS MN 55402 (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* Zisson Alex (Last) (First) (Middle) 60 S. SIXTH STREEET SUITE 3620 (Street) MINNEAPOLIS MN 55402 (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* Shah Pratik (Last) (First) (Middle) 60 S. SIXTH STREEET SUITE 3620 (Street) MINNEAPOLIS MN 55402 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* AGUIAR ERIC (Last) (First) (Middle) 60 S. SIXTH STREEET SUITE 3620 (Street) MINNEAPOLIS MN 55402 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. These securities are owned of record by Thomas, McNerney & Partners, L.P. ("TMP"), TMP Associates, L.P. ("TMPA"), TMP Nominee, LLC ("TMPN"), Thomas McNerney & Partners II, L.P. ("TMP II"), TMP Associates II, L.P. ("TMPA II") and TMP Nominee II, LLC ("TMPN II"). Thomas, McNerney & Partners, LLC ("TMP LLC") is the general partner of TMP and TMPA and has shared voting and dispositive power of the securities held by TMP and TMPA, but disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. Thomas, McNerney & Partners II, LLC ("TMP II LLC") is the general partner of TMP II and TMPA II and has shared voting and dispositive power of the securities held by TMP II and TMPA II, but disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. (Continue on Footnote 2)

2. (Continued from Footnote 1) James E. Thomas, Alex Zisson, Pratik Shah and Eric Aguiar are the managers of TMP LLC and TMP II LLC. James E. Thomas and Pete McNerney are the managers of TMPN and TMPN II. Eric Aguiar and Alex Zisson are members of TMPN II. Together, TMP, TMPA, TMPN, TMP II, TMPA II, TMPN II, TMP LLC, TMP II LLC, James E. Thomas, Alex Zisson, Pratik Shah, Eric Aguiar and Pete McNerney are the "Reporting Persons." Accordingly, the Reporting Persons may be deemed to share beneficial ownership of such securities, although the Reporting Persons disclaim beneficial ownership of such securities except to the extent of any pecuniary interest therein.

3. Tranzyme, Inc. ("Tranzyme") and Ocera Therapeutics, Inc., ("Ocera") entered into an agreement and plan of merger and reorganization, dated April 23, 2013 (the "Merger Agreement"), pursuant to which a wholly owned subsidiary of the Tranzyme merged with and into Ocera, with Ocera surviving as a wholly owned subsidiary of Tranzyme (the "Merger"). As a result of the Merger, the shares of Tranzyme owned by TMP, TMPA, and TMPN were converted into equity of Ocera. Immediately following the Merger, TMP II, TMPA II, and TMPN II acquired shares of Tranzyme's common stock in a private placement transaction. Tranzyme's shareholders also approved a change of its name to "Ocera Therapeutics, Inc." (the "Issuer").

4. These stock options were granted to Alex Zisson pursuant to the 2011 Stock Option and Incentive Plan, qualified under Rule 16b-3(d). 20% of the stock options vested and became exercisable immediately, with the remainder vesting and becoming exercisable in equal installments on each three-month anniversary of the date of grant, such that all of the stock options vested and became exercisable on April 19, 2012. Accordingly, the Reporting Persons may be deemed to share beneficial ownership of such securities, although the Reporting Persons disclaim beneficial ownership of such securities except to the extent of any pecuniary interest therein.

5. These stock options were granted to the Alex Zisson pursuant to Tranzyme's 2011 Stock Option and Incentive Plan, qualified under Rule 16b-3(d). 20% of the stock options vested and became exercisable immediately, with the remainder vesting and becoming exercisable in equal installments on each three-month anniversary of the date of grant, such that all of the stock options will vest and became exercisable on August 7, 2013. Accordingly, the Reporting Persons may be deemed to share beneficial ownership of such securities, although the Reporting Persons disclaim beneficial ownership of such securities except to the extent of any pecuniary interest therein.

6. These stock options were granted to Pratik Shah as a director for Ocera, pursuant to its 2005 Stock Plan Stock Option Agreement. These stock options are fully vested. Pursuant to the terms of the Merger, the Reporting Person's stock options were converted into stock options exercisable into shares of the Issuer. Accordingly, the Reporting Persons may be deemed to share beneficial ownership of such securities, although the Reporting Persons disclaim beneficial ownership of such securities except to the extent of any pecuniary interest therein.

7. These common stock purchase warrants (the "Warrants") were issued to TMP, TMPA, and TMPN by Ocera, in connection with the sale of convertible promissory notes, pursuant to the terms of that certain Note Purchase Agreement dated March 30, 2012 (the "Note Purchase Agreement"). Approval of Subsequent Closing (as defined in the Note Purchase Agreement) to the Note Purchase Agreement occurred on October 1, 2012. The holders of record are as follows: (i) 316,723 are held by TMP; (ii) 1,182 are held by TMPA; and (iii) 5,804 are held by TMPN, for the aggregate nominal amount of 323,709 subject to the terms and conditions specified in the Note Purchase Agreement and the Warrant.

	/s/ James E. Thomas, Manager of Thomas, McNerney & Partners, L.P.	07/17/2013
	/s/ James E. Thomas, Manager of TMP Nominee, LLC	07/17/2013
	/s/ James E. Thomas, Manager of TMP Associates, L.P	07/17/2013
	/s/ James E. Thomas, Manager of Thomas, McNerney & Partners, LLC	07/17/2013
	/s/ James E. Thomas	07/17/2013
	/s/ Pete McNerney	07/17/2013
	/s/ Pratik Shah	07/17/2013
	/s/ Alex Zisson	07/17/2013
	/s/ Eric Aguiar	07/17/2013
	** 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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