SEC FORM 4

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^*

Park West Asset Management LLC

(Last)

(First)

(Middle)

900 LARKSPUR LANDING CIRCLE, SUITE 165

(Street)

LARKSPUR

94939

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Kindred Biosciences, Inc. [ KIN ]

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)
03/24/2017

4. 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 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Equity Swap	⁽²⁾	03/24/2017		J/K⁽²⁾		168,213		03/24/2017	06/04/2018	Common Stock, $0.0001 par value per share	168,213	⁽²⁾	168,213	I	See Footnotes⁽¹⁾⁽³⁾
Equity Swap	⁽⁴⁾	03/27/2017		J/K⁽⁴⁾		31,787		03/27/2017	06/04/2018	Common Stock, $0.0001 par value per share	31,787	⁽⁴⁾	31,787	I	See Footnotes⁽¹⁾⁽⁵⁾

Explanation of Responses:

1. Park West Asset Management LLC (the "Reporting Person") is the investment manager to Park West Investors Master Fund, Limited, a Cayman Islands exempted company ("PWIMF"), and Park West Partners International, Limited, a Cayman Islands exempted company ("PWPI"). Peter S. Park ("Mr. Park") is the sole member and manager of the Reporting Person.

2. Commencing March 24, 2017, the Reporting Person entered into an equity swap (the "March 24 Swap") with a securities broker under which, on June 4, 2018, (i) the Reporting Person will be obligated to pay to the broker approximately $1,203,244 representing $7.1531 per share (including a $0.03 per share commission) for each share of common stock, par value $0.0001 per share, of the Company (the "Common Stock") that is subject to the March 24 Swap, and (ii) the broker will be obligated to pay to the Reporting Person the market value of the 168,213 shares of Common Stock as of the end of the period. Any dividends earned on the 168,213 shares of Common Stock during the term of the March 24 Swap will be paid to the Reporting Person.

3. During the term of the March 24 Swap, the Reporting Person will pay to the broker "interest" on an aggregate of approximately $1,203,244 at the Federal Funds rate plus 30 basis points. Of the 168,213 shares underlying the March 24 Swap reported herein referenced in Table II, on March 24, 2017, PWIMF held the economic equivalent of 150,624 shares of Common Stock, and PWPI held the economic equivalent of 17,589 shares of Common Stock. Pursuant to Reg. Section 240.16a-1(a)(2), the Reporting Person's and Mr. Park's beneficial ownership is limited to their pecuniary interest, if any, in such securities.

4. Commencing March 27, 2017, the Reporting Person entered into an equity swap (the "March 27 Swap") with a securities broker under which, on June 4, 2018, (i) the Reporting Person will be obligated to pay to the broker approximately $226,441 representing $7.1237 per share (including a $0.03 per share commission) for each share of Common Stock that is subject to the March 27 Swap, and (ii) the broker will be obligated to pay to the Reporting Person the market value of the 31,787 shares of Common Stock as of the end of the period. Any dividends earned on the 31,787 shares of Common Stock during the term of the March 27 Swap will be paid to the Reporting Person.

5. During the term of the March 27 Swap, the Reporting Person will pay to the broker "interest" on an aggregate of approximately $226,441 at the Federal Funds rate plus 30 basis points. Of the 31,787 shares underlying the March 27 Swap reported herein referenced in Table II, on March 27, 2017, PWIMF held the economic equivalent of 28,117 shares of Common Stock, and PWPI held the economic equivalent of 3,670 shares of Common Stock. Pursuant to Reg. Section 240.16a-1(a)(2), the Reporting Person's, and Mr. Park's beneficial ownership is limited to their pecuniary interest, if any, in such securities.

	/s/ Grace Jimenez, Chief Financial Officer of Park West Asset Management LLC	03/28/2017
	** 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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