X0306 4 2016-02-25 0 0001371217 EnteroMedics Inc ETRM 0001243513 KNUDSON MARK B 2800 PATTON ROAD ST. PAUL MN 55113 1 0 0 0 Common Stock 93 I Spouse Revocable Trust Common Stock 215 I Family Limited Partnership Common Stock 3838 I Revocable Trust 2003 Common Stock 40867 D Stock Option (right to buy) 41.40 2016-04-20 Common Stock 451 451 D Stock Option (right to buy) 28.50 2017-10-29 Common Stock 2228 2228 D Stock Option (right to buy) 28.50 2017-10-29 Common Stock 1726 1726 D Stock Option (right to buy) 28.50 2017-10-29 Common stock 2942 2942 D Stock Option (right to buy) 28.50 2017-10-29 Common Stock 3364 3364 D Stock Option (right to buy) 56.70 2018-12-31 Common Stock 1388 1388 D Warrant (common stock right to buy) 32.85 Common Stock 1666 1666 D Stock Option (right to buy) 38.70 2018-12-31 Common Stock 23333 23333 D Stock Option (right to buy) 40.05 2018-12-31 Common Stock 23333 23333 D Stock Option (right to buy) 28.50 2018-12-31 Common Stock 13333 13333 D Stock Option (right to buy) 50.25 2018-12-31 Common Stock 86148 86148 D Stock Option (right to buy) 19.65 2018-12-31 Common Stock 85248 85248 D Stock Option (right to buy) 16.65 2018-12-31 Common Stock 15000 15000 D Director Option (right to buy) 1.07 2016-02-25 4 A 0 3333 0.00 A 2016-02-25 2026-02-25 Common Stock 3333 3333 D On January 6, 2016, EnteroMedics Inc. effected a 1-for-15 reverse stock split of its issued and outstanding shares of common stock, par value $0.01 per share, resulting in a proportional decrease in the total shares of common stock beneficially owned by the reporting person. all previously reported exercise prices, option grants and similar instruments convertible into common stock were proportionally adjusted to reflect the reverse split. Options currently 100% vested. Warrant becomes exercisable 181 days from the date of issuance at close of offering. Warrant expires five years from the date it becomes exercisable. Vests immediately as to 25% on date noted and thereafter in cumulative installments of 1/36th per month. THIS FILING REFLECTS THE POST SPLIT NUMBERS OF ALL SHARES, OPTIONS AND SIMILAR INSTRUMENTS HELD BY THE REPORTING PERSON AS PREVIOUSLY REPORTED. As reported on a Form 8-K filed by the Company on 8/25/2015, in connection with the reporting person's retirement at the end of 2015, all of his unvested options outstanding on that date were fully vested as of his retirement date and the term during which those options could be exercised was extended to 12/31/2018. /s/ Greg S. Lea, Attorney in Fact for Mark B. Knudson 2016-02-29