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*
InterWest Partners IX, LP

(Last) (First) (Middle)
2710 SAND HILL ROAD, SECOND FLOOR

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Trius Therapeutics Inc [ TSRX ]
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)
08/06/2010
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 08/06/2010 C 1,576,814 A (1) 1,576,814 D(2)
Common Stock 08/06/2010 C 744,496 A $4.38 2,321,310 D(2)(3)
Common Stock 08/06/2010 P 1,227,333 A $5 3,548,643 D(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 A-2 Convertible Preferred Stock (1) 08/06/2010 C 9,090,910 (1) (1) Common Stock 9,090,910 (1) 0 D
Series B Convertible Preferred Stock (1) 08/06/2010 C 4,469,697 (1) (1) Common Stock 4,469,697 (1) 0 D
1. Name and Address of Reporting Person*
InterWest Partners IX, LP

(Last) (First) (Middle)
2710 SAND HILL ROAD, SECOND FLOOR

(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*
InterWest Management Partners IX, LLC

(Last) (First) (Middle)
2710 SAND HILL ROAD, SECOND FLOOR

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

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

(Last) (First) (Middle)
2710 SAND HILL ROAD, SECOND FLOOR

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

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

(Last) (First) (Middle)
2710 SAND HILL ROAD, SECOND FLOOR

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

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

(Last) (First) (Middle)
2710 SAND HILL ROAD, SECOND FLOOR

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

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

(Last) (First) (Middle)
2710 SAND HILL ROAD, SECOND FLOOR

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

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

(Last) (First) (Middle)
2710 SAND HILL ROAD, SECOND FLOOR

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

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

(Last) (First) (Middle)
2710 SAND HILL ROAD, SECOND FLOOR

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

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

(Last) (First) (Middle)
2710 SAND HILL ROAD, SECOND FLOOR

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

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

(Last) (First) (Middle)
2710 SAND HILL ROAD, SECOND FLOOR

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
Venture Member
Explanation of Responses:
1. Upon the closing of the Issuer's initial public offering, each 8.6 shares of the Series A-2 Convertible Preferred Stock and Series B Convertible Preferred Stock automatically converted into one share of Common Stock, and had no expiration date.
2. The shares are owned by InterWest Partners IX, LP ("IW9"). InterWest Management Partners IX, LLC ("IMP9") is the general partner of IW9 and has sole voting and investment control over the shares owned by IW9. Harvey B. Cash, Philip T. Gianos, W. Stephen Holmes, Gilbert H. Kliman, Arnold L. Oronsky, Thomas L. Rosch, and Michael B. Sweeney are Managing Directors of IMP9 and Bruce A. Cleveland, Christopher B. Ehrlich, Linda S. Grais, Nina Kjellson, Khaled A. Nasr, and Douglas A. Pepper are Venture Members of IMP9. Each Managing Director and Venture Member of IMP9 disclaims beneficial ownership of such shares, except to the extent of their pecuniary interest therein.
3. The Common Stock was acquired upon conversion of a Secured Convertible Promissory Note exempt from the definition of a derivative security and whose conversion ratio did not become fixed until automatic conversion at the time of the closing of the Issuer's initial public offering.
4. The shares were purchased in the Issuer's initial public offering.
Remarks:
Form 1 of 2.
/s/ Karen A. Wilson, Attorney-in-fact 08/09/2010
** 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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