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*
DEVON PARK BIOVENTURES LP

(Last) (First) (Middle)
1400 LIBERTY RIDGE DRIVE, SUITE 103

(Street)
WAYNE PA 19087

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
INOTEK PHARMACEUTICALS CORP [ ITEK ]
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)
02/23/2015
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 02/23/2015 C 2,323,610 A (1) 2,323,610 I See Footnotes(1)(2)
Common Stock 02/23/2015 C 105,933 A (3) 2,429,543 I See Footnotes(2)(3)
Common Stock 02/23/2015 P 814,166 A $6 3,243,709 I See Footnotes(2)(4)
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 AA Convertible Preferred Stock (1) 02/23/2015 C 7,432,720 (1) (1) Common Stock 2,323,610 (1) 0 I See Footnote(2)
Convertible Promissory Notes (3) 02/23/2015 C 626,942.9 (3) (3) Common Stock 105,933 (3) 0 I See Footnote(2)
1. Name and Address of Reporting Person*
DEVON PARK BIOVENTURES LP

(Last) (First) (Middle)
1400 LIBERTY RIDGE DRIVE, SUITE 103

(Street)
WAYNE PA 19087

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Devon Park Associates, L.P.

(Last) (First) (Middle)
1400 LIBERTY RIDGE DRIVE, SUITE 103

(Street)
WAYNE PA 19087

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Devon Park Associates, LLC

(Last) (First) (Middle)
1400 LIBERTY RIDGE DRIVE, SUITE 103

(Street)
WAYNE PA 19087

(City) (State) (Zip)
Explanation of Responses:
1. Consists of the following shares of Common Stock issued upon conversion of shares of Series AA Convertible Preferred Stock ("Series AA") and accrued and unpaid dividends thereon, on a 4.05783-for-1 basis, upon the closing of the Issuer's initial public offering: 2,323,610 shares held directly by Devon Park Bioventures LP. The shares of Series AA had no expiration date.
2. Securities are held directly by Devon Park Bioventures, LP. Devon Park Associates, LLC is the general partner of Devon Park Associates, L.P., which is the general partner of Devon Park Bioventures, LP. Messrs. Marc Ostro, Christopher Moller and Devang Kantesaria, a member of the Issuer's board of directors, are the founding members and managing members of Devon Park Associates, LLC. Each such managing member (the "Founding Member") may be deemed to have shared voting and investment power over the shares beneficially owned by Devon Park Bioventures, LP. Each Founding Member disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the Founding Members are the beneficial owners of such securities for Section 16 or any other purpose.
3. The outstanding principal amount and all accrued and unpaid interest under the Convertible Promissory Notes were automatically converted upon the closing of the Issuer's initial public offering into shares of Common Stock at the initial public offering price of $6.00 per share. The Convertible Promissory Notes had no expiration date. The number of shares of Common Stock as shown in column 4 of Table I consists of 105,933 shares held directly by Devon Park Bioventures LP.
4. Consists of the following shares purchased at the Issuer's initial public offering: 814,166 shares held directly by Devon Park Bioventures LP.
Remarks:
/s/ Michael C. Wong, Attorney-in-Fact 02/25/2015
/s/ Michael C. Wong, Attorney-in-Fact 02/25/2015
/s/ Michael C. Wong, Attorney-in-Fact 02/25/2015
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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