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^*

CMEA Ventures VII LP

(Last)

(First)

(Middle)

ONE LETTERMAN DRIVE

BUILDING C, SUITE CM500

(Street)

SAN FRANCISCO

94129

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Auspex Pharmaceuticals, Inc. [ ASPX ]

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)
02/10/2014

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)
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)
Common Stock	02/10/2014		C⁽¹⁾		3,670,065	A	$0.00	3,670,065	D
Common Stock	02/10/2014		P		102,873	A	$12	3,772,938	D
Common Stock	02/10/2014		C⁽¹⁾		94,103	A	$0.00	94,103	I	By CMEA Ventures VII (Parallel), L.P.
Common Stock	02/10/2014		P		2,688	A	$12	96,796	I	By CMEA Ventures VII (Parallel), L.P.

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)
Series B Convertible Preferred Stock	$0.00	02/10/2014		C⁽¹⁾			1,635,551	⁽²⁾	⁽²⁾	Common Stock	363,456⁽³⁾	$0.00	0	I	See footnote⁽⁴⁾
Series C Convertible Preferred Stock	$0.00	02/10/2014		C⁽¹⁾			5,394,437	⁽²⁾	⁽²⁾	Common Stock	1,198,764⁽⁵⁾	$0.00	0	I	See footnote⁽⁴⁾
Series D Convertible Preferred Stock	$0.00	02/10/2014		C⁽¹⁾			8,510,898	⁽²⁾	⁽²⁾	Common Stock	1,891,310⁽⁶⁾	$0.00	0	I	See footnote⁽⁴⁾
Series E Convertible Preferred Stock	$0.00	02/10/2014		C⁽¹⁾			1,397,873	⁽²⁾	⁽²⁾	Common Stock	310,638⁽⁷⁾	$0.00	0	I	See footnote⁽⁴⁾
Preferred Stock Warrant	$0.862	02/10/2014		C⁽⁸⁾			211,629	⁽⁹⁾	05/22/2014	Series C Preferred Stock	211,629⁽¹⁰⁾	$0.00	0	I	See footnote⁽⁴⁾
Common Stock Warrant	$3.879	02/10/2014		C⁽⁸⁾		47,028		⁽⁹⁾	05/22/2014	Common Stock	47,028⁽¹¹⁾	$0.00	47,028	I	See footnote⁽⁴⁾
Preferred Stock Warrant	$0.862	02/10/2014		C⁽⁸⁾			193,348	⁽⁹⁾	10/09/2014	Series C Preferred Stock	193,348⁽¹²⁾	$0.00	0	I	See footnote⁽⁴⁾
Common Stock Warrant	$3.879	02/10/2014		C⁽⁸⁾		42,966		⁽⁹⁾	10/09/2014	Common Stock	42,966⁽¹³⁾	$0.00	42,966	I	See footnote⁽⁴⁾
Preferred Stock Warrant	$0.862	02/10/2014		C⁽⁸⁾			190,535	⁽⁹⁾	01/08/2015	Series C Preferred Stock	190,535⁽¹⁴⁾	$0.00	0	I	See footnote⁽⁴⁾
Common Stock Warrant	$3.879	02/10/2014		C⁽⁸⁾		42,340		⁽⁹⁾	01/08/2015	Common Stock	42,340⁽¹⁵⁾	$0.00	42,340	I	See footnote⁽⁴⁾
Preferred Stock Warrant	$0.862	02/10/2014		C⁽⁸⁾			545,243	⁽⁹⁾	12/15/2016	Series D Preferred Stock	545,243⁽¹⁶⁾	$0.00	0	I	See footnote⁽⁴⁾
Common Stock Warrant	$3.879	02/10/2014		C⁽⁸⁾		121,165		⁽⁹⁾	12/15/2016	Common Stock	121,165⁽¹⁷⁾	$0.00	121,165	I	See footnote⁽⁴⁾
Preferred Stock Warrant	$0.862	02/10/2014		C⁽⁸⁾			290,022	⁽⁹⁾	07/18/2017	Series D Preferred Stock	290,022⁽¹⁸⁾	$0.00	0	I	See footnote⁽⁴⁾
Common Stock Warrant	$3.879	02/10/2014		C⁽⁸⁾		64,449		⁽⁹⁾	07/18/2017	Common Stock	64,449⁽¹⁹⁾	$0.00	64,449	I	See footnote⁽⁴⁾

1. Name and Address of Reporting Person^*

CMEA Ventures VII LP

(Last)

(First)

(Middle)

ONE LETTERMAN DRIVE

BUILDING C, SUITE CM500

(Street)

SAN FRANCISCO

94129

(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^*

CMEA VENTURES VII (PARALLEL) LP

(Last)

(First)

(Middle)

ONE LETTERMAN DRIVE

BUILDING C, SUITE CM500

(Street)

SAN FRANCISCO

94129

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Automatic conversion, in connection with the Issuer's initial public offering, of preferred stock into shares of common stock. Every 4.5 shares of preferred stock converted into one share of common stock.

2. The convertible preferred stock is convertible at any time, at the holder's election, and has no expiration date.

3. The securities are held as follows: 354,370 shares by CMEA Ventures VII, L.P. ("CMEA") and 9,086 shares by CMEA Ventures VII (Parallel), L.P. ("CMEA (Parallel)").

4. The securities are held by CMEA and CMEA (Parallel), as described in column 7.

5. The securities are held as follows: 1,168,795 shares by CMEA and 29,969 shares by CMEA (Parallel).

6. The securities are held as follows: 1,844,028 shares by CMEA and 47,282 shares by CMEA (Parallel).

7. The securities are held as follows: 308,872 shares by CMEA and 7,766 shares by CMEA (Parallel).

8. Automatic conversion, in connection with the Issuer's initial public offering, of warrants to purchase Convertible Preferred Stock into warrants to purchase Common Stock. The warrants converted at a rate of 4.5 shares of Preferred Stock to 1 share of Common Stock.

9. The warrant is immediately exercisable.

10. The securities are held as follows: 206,339 shares by CMEA and 5,290 shares by CMEA (Parallel).

11. The securities are held as follows: 45,853 shares by CMEA and 1,175 shares by CMEA (Parallel).

12. The securities are held as follows: 188,515 shares by CMEA and 4,833 shares by CMEA (Parallel).

13. The securities are held as follows: 41,892 shares by CMEA and 1,074 shares by CMEA (Parallel).

14. The securities are held as follows: 185,772 shares by CMEA and 4,763 shares by CMEA (Parallel).

15. The securities are held as follows: 41,282 shares by CMEA and 1,058 shares by CMEA (Parallel).

16. The securities are held as follows: 531,612 shares by CMEA and 13,631 shares by CMEA (Parallel).

17. The securities are held as follows: 118,136 shares by CMEA and 3,029 shares by CMEA (Parallel).

18. The securities are held as follows: 282,772 shares by CMEA and 7,250 shares by CMEA (Parallel).

19. The securities are held as follows: 62,838 shares by CMEA and 1,611 shares by CMEA (Parallel).

Remarks:

	CMEA Ventures VII, L.P. By: CMEA Ventures VII GP, L.P., its General Partner By: CMEA Ventures VII GP, LLC, its General Partner By: /s/ David Collier, Manager	02/10/2014
	CMEA Ventures VII, L.P., By: CMEA Ventures VII GP, L.P., its General Partner; By: CMEA Ventures VII GP, LLC, its General Partner; By: David Collier, Manager	02/10/2014
	** 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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