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*
Abu Dhabi Investment Authority

(Last) (First) (Middle)
211 CORNICHE STREET

(Street)
ABU DHABI, PO BOX 3600 C0 3600

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ConforMIS Inc [ CFMS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/07/2015
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 07/07/2015 C 3,125,000 A (1) 3,125,000 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 E 1 Preferred Stock (1) 07/07/2015 C 3,125,000 (1) (1) Common stock 1,562,500 $0 0 D(2)(3)
Series E 2 Preferred Stock (1) 07/07/2015 C 3,125,000 (1) (1) Common Stock 1,562,500 $0 0 D(2)(3)
1. Name and Address of Reporting Person*
Abu Dhabi Investment Authority

(Last) (First) (Middle)
211 CORNICHE STREET

(Street)
ABU DHABI, PO BOX 3600 C0 3600

(City) (State) (Zip)

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

(Last) (First) (Middle)
122 MARY STREET,
P.O. BOX 709

(Street)
GRAND CAYMAN E9 KY1-1107

(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. The Series E-1 Preferred Stock and Series E-2 Preferred Stock converted into common stock, par value of $0.00001 per share (the "Common Stock"), on a two-for-one basis upon the closing of the Issuer's initial public offering on July 7, 2015, and had no expiration.
2. Procific directly holds 3,125,000 shares of Common Stock (the "Procific Shares"), which it acquired upon the automatic conversion of the Series E-1 Preferred Stock and Series E-2 Preferred Stock upon the closing of the Issuer's initial public offering. The Abu Dhabi Investment Authority ("ADIA" and, together with Procific, the "Reporting Persons") is the sole owner of Procific and therefore may also be deemed to beneficially own the Procific Shares.
3. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests
Remarks:
The Reporting Persons are no longer 10% owners; however, solely for the purposes of Section 16 of the Exchange Act, each of the Reporting Persons may be deemed a "deputized director" by virtue of Colm Lanigan, an employee of ADIA, serving as a member of the board of directors of the Issuer.
/s/ Hamad Shahwan AlDhaheri, Authorized Signatory of Abu Dhabi Investment Authority 07/08/2015
/s/ Saeed AlMazrouei, Authorized Signatory of Abu Dhabi Investment Authority 07/08/2015
/s/ Khalifa AlFalasi,Authorized Signatory of Procific 07/08/2015
/s/ Ahmed Al Mosa, Authorized Signatory of Procific 07/08/2015
** 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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