X0306 4 2016-09-16 0 0001497253 ORGANOVO HOLDINGS, INC. ONVO 0001536583 Murphy Keith 6275 NANCY RIDGE DRIVE, SUITE 110 SAN DIEGO CA 92121 1 1 0 0 Chairman, CEO and President Common Stock 2016-09-16 4 F 0 1394 4.00 D 6121115 D The reported transaction represents the mandatory withholding of shares by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the partial vesting and settlement of restricted stock units granted in July 2016. This number does not include 1,831,454 shares of common stock underlying oustanding options and 30,000 shares of common stock underlying warrants held by Mr. Murphy; post-transaction Mr. Murphy continues to beneficially own or have a right to acquire 7,982,569 shares of common stock. /s/ Keith Murphy 2016-09-20