X0306 4 2015-11-16 0 0001493566 Otonomy, Inc. OTIC 0001616147 Weber David Allen C/O OTONOMY, INC. 6275 NANCY RIDGE DRIVE, SUITE 100 SAN DIEGO CA 92121 1 1 0 0 President & CEO Common Stock 2015-11-16 4 M 0 5208 1.76 A 22811 D Common Stock 2015-11-16 4 S 0 5108 28.5605 D 17703 D Common Stock 2015-11-16 4 S 0 100 29.25 D 17603 D Common Stock 4812 I See footnote Employee Stock Option (right to buy) 1.76 2015-11-16 4 M 0 5208 0.00 D 2023-12-20 Common Stock 5208 395357 D The Form 4s filed by the Reporting Person since December 2014 did not include the Reporting Person's 17,064 shares acquired prior to the Issuer's initial public offering, also held directly by the Reporting Person. Column 5 of Table I now reflects these additional 17,064 shares. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan. The sale price reported in Column 4 of Table I represents the weighted average sale price of the shares sold ranging from $28.03 to $28.99 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price. The Form 4s filed by the Reporting Person since December 2014 did not reflect the 4,812 shares held indirectly by The Weber Trust Dated March 9, 2005 for which the Reporting Person serves as a trustee. Column 5 of Table I now reflects these additional 4,812 shares held indirectly by the Reporting Person. The reported shares are held directly by The Weber Trust Dated March 9, 2005 for which the Reporting Person serves as trustee. An option to purchase 438,469 shares was granted on December 20, 2013 and was exercised in part prior to the date on which the Reporting Person became subject to Section 16. The option is subject to an early exercise provision pursuant to which 193,874 shares were immediately exercisable. One fourth of the total number of shares initially subject to the option vested on September 1, 2014 and one forty-eighth of the shares vest ratably thereafter. In addition to the option to purchase 395,357 shares of common stock as set forth in Table II, the Reporting Person currently holds options to purchase up to an aggregate of 525,581 shares of common stock, which options vest according to their terms. /s/ Eric J. Loumeau, by power of attorney 2015-11-17