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*
Delphi Management Partners VIII, L.L.C.

(Last) (First) (Middle)
3000 SAND HILL ROAD, #1-135

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TRANS1 INC [ TSON ]
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)
03/02/2009
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 03/02/2009 P 198,066 A $5.88(3) 247,583 I See footnote(1)
Common Stock 03/02/2009 P 1,934 A $5.88(3) 2,417 I See footnote(2)
Common Stock 03/03/2009 P 113,888 A $5.86(4) 361,471 I See footnote(1)
Common Stock 03/03/2009 P 1,112 A $5.86(4) 3,529 I See footnote(2)
Common Stock 03/04/2009 P 64,371 A $5.9708(5) 425,842 I See footnote(1)
Common Stock 03/04/2009 P 629 A $5.9708(5) 4,158 I See footnote(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
1. Name and Address of Reporting Person*
Delphi Management Partners VIII, L.L.C.

(Last) (First) (Middle)
3000 SAND HILL ROAD, #1-135

(Street)
MENLO PARK CA 94025

(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*
Delphi BioInvestments VIII LP

(Last) (First) (Middle)
3000 SAND HILL ROAD, #1-135

(Street)
MENLO PARK CA 94025

(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*
DELPHI VENTURES VIII LP

(Last) (First) (Middle)
3000 SAND HILL ROAD, #1-135

(Street)
MENLO PARK CA 94025

(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. The reported securities are owned directly by Delphi Ventures VIII, L.P. ("Delphi VIII"). Delphi Management Partners VIII, L.L.C. ("DMP VIII") is the general partner of Delphi VIII and Delphi BioInvestments VIII, L.P. ("DBI VIII" and together with Delphi VIII, the "Delphi VIII Funds") and may be deemed to have sole voting and dispositive power over the shares held by the Delphi VIII Funds. DMP VIII and each of James J. Bochnowski, David L. Douglass, Douglas A. Roeder, John F. Maroney and Deepika R. Pakianathan, Ph.D., the Managing Members of DMP VIII who may be deemed to share voting and dispositive power over the reported securities, disclaim beneficial ownership of the reported securities held by the Delphi VIII Funds except to the extent of any pecuniary interest therein.
2. The reported securities are owned directly by DBI VIII. DMP VIII is the general partner of Delphi VIII and DBI VIII and may be deemed to have sole voting and dispositive power over the shares held by the Delphi VIII Funds. DMP VIII and each of James J. Bochnowski, David L. Douglass, Douglas A. Roeder, John F. Maroney and Deepika R. Pakianathan, Ph.D., the Managing Members of DMP VIII who may be deemed to share voting and dispositive power over the reported securities, disclaim beneficial ownership of the reported securities held by the Delphi VIII Funds except to the extent of any pecuniary interest therein.
3. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $5.85 to $5.90, inclusive. The reporting persons undertake to provide TranS1 Inc., any security holder of TranS1 Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in footnotes (3), (4) and (5) to this Form 4.
4. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $5.85 to $5.87, inclusive.
5. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $5.95 to $5.98, inclusive.
Remarks:
This report is one of two reports, each on a separate Form 4, but relating to the same transaction being filed by Delphi Management Partners VI, L.L.C., Delphi Management Partners VIII, L.L.C., their managing members and their related investment funds.
Delphi Management Partners VIII, L.L.C., by /s/ Matthew T. Potter, Attorney in Fact 03/04/2009
Delphi Ventures VIII, L.P., by Delphi Management Partners VIII, L.L.C., its general partner, by /s/ Matthew T. Potter, Attorney in Fact 03/04/2009
Delphi BioInvestments VIII, L.P., by Delphi Management Partners VIII, L.L.C., its general partner, by /s/ Matthew T. Potter, Attorney in Fact 03/04/2009
** 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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