SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
Gavin Brenda D

(Last) (First) (Middle)
C/O TETRALOGIC PHARMACEUTICALS CORP
343 PHOENIXVILLE PIKE

(Street)
MALVERN PA 19355

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
12/11/2013
3. Issuer Name and Ticker or Trading Symbol
TETRALOGIC PHARMACEUTICALS CORP [ TLOG ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 449,322 I By: Quaker BioVentures, L.P.(5)
Common Stock 275,245 I By: Quaker BioVentures Tobacco Fund, L.P.(5)
Common Stock 175,518 I By: BioAdvance Ventures, L.P.(5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Common Stock Warrants (1) (1) Common Stock 2,553 0.85 I By: Quaker BioVentures, L.P.(5)
Common Stock Warrants (1) (1) Common Stock 3,404 0.85 I By: Quaker BioVentures Tobacco Fund, L.P.(5)
Common Stock Warrants (1) (1) Common Stock 1,779 0.85 I By: BioAdvance Ventures, L.P.(5)
Common Stock Warrants (2) (2) Common Stock 3,063 0.85 I By: Quaker BioVentures, L.P.(5)
Common Stock Warrants (2) (2) Common Stock 4,084 0.85 I By: Quaker BioVentures Tobacco Fund, L.P.(5)
Common Stock Warrants (2) (2) Common Stock 2,135 0.85 I By: BioAdvance Ventures, L.P.(5)
Convertible Notes (3) (3) Common Stock (3) (3) I By: Quaker BioVentures, L.P.(5)
Convertible Notes (3) (3) Common Stock (3) (3) I By: Quaker BioVentures Tobacco Fund, L.P.(5)
Convertible Notes (3) (3) Common Stock (3) (3) I By: BioAdvance Ventures, L.P.(5)
Series C Warrants (4) (4) Common Stock (4) 6.4022(4) I By: Quaker BioVentures, L.P.(5)
Series C Warrants (4) (4) Common Stock (4) 6.4022(4) I By: Quaker BioVentures Tobacco Fund, L.P.(5)
Series C Warrants (4) (4) Common Stock (4) 6.4022(4) I By: BioAdvance Ventures, L.P.(5)
Explanation of Responses:
1. The warrants are immediately exercisable. The warrants expire on the later of 11/25/2019 or five years after the consummation of the Company's initial public offering.
2. The warrants are immediately exercisable. The warrants expire on the later of 03/10/2020 or five years after the consummation of the Company's initial public offering.
3. The Convertible Notes will be automatically converted into Common Stock without payment of further consideration upon the closing of the Issuer's initial public offering and have no expiration date.
4. Warrants will be automatically exercised immediately prior to the closing of the Issuer's initial public offering. Warrants are exercisable for a number of shares of common stock equal to the warrant amount divided by the exercise price and will be net exercised at the initial public offering price.
5. These securities are owned of record by Quaker BioVentures, L.P., Quaker BioVentures Tobacco Fund, L.P. and BioAdvance Ventures, L.P. Brenda D. Gavin disclaims beneficial ownership of such securities except to the extent of her pecuniary interest therein.
Remarks:
/s/ Richard L. Sherman, Attorney-In-Fact for Brenda Gavin 12/11/2013
** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.