X0306 4 2016-11-16 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 2016-11-16 4 F 0 7200 3.2594 D 6113915 D Represents the mandatory sale of shares 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, pursuant to the Reporting Person's agreement with the Issuer. 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 7,975,369 shares of common stock. /s/ Keith Murphy 2016-11-18