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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* Delphi Management Partners VIII, L.L.C. (Last) (First) (Middle) C/O DELPHI VENTURES 160 BOVET ROAD, SUITE 408 (Street) SAN MATEO CA 94402 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Senseonics Holdings, Inc. [ SENS ]	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) 03/23/2016
	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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/23/2016		P		1,216,195	A	$2.85	11,237,221	I	Delphi Ventures VIII, L.P.(1)
Common Stock	03/23/2016		P		11,875	A	$2.85	109,725	I	Delphi BioInvestments VIII, L.P.(2)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* Delphi Management Partners VIII, L.L.C. (Last) (First) (Middle) C/O DELPHI VENTURES 160 BOVET ROAD, SUITE 408 (Street) SAN MATEO CA 94402 (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* BOCHNOWSKI JAMES J (Last) (First) (Middle) C/O DELPHI VENTURES 160 BOVET ROAD, SUITE 408 (Street) SAN MATEO CA 94402 (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* Delphi BioInvestments VIII LP (Last) (First) (Middle) 160 BOVET ROAD, SUITE 408 (Street) SAN MATEO CA 94402 (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* DELPHI VENTURES VIII LP (Last) (First) (Middle) 160 BOVET ROAD, SUITE 408 (Street) SAN MATEO CA 94402 (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* DOUGLASS DAVID L (Last) (First) (Middle) C/O DELPHI VENTURES 160 BOVET ROAD, SUITE 408 (Street) SAN MATEO CA 94402 (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* PAKIANATHAN DEEPIKA (Last) (First) (Middle) C/O DELPHI VENTURES 160 BOVET ROAD, SUITE 408 (Street) SAN MATEO CA 94402 (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* ROEDER DOUGLAS A (Last) (First) (Middle) C/O DELPHI VENTURES 160 BOVET ROAD, SUITE 408 (Street) SAN MATEO CA 94402 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. The reported securities are directly owned by Delphi Ventures VIII, L.P. ("DV VIII"). Delphi Management Partners VIII, L.L.C. ("DMP VIII") is the general partner of DV VIII and may be deemed to have sole voting and dispositive power over the securities held by DV VIII. Douglas A. Roeder, James J. Bochnowski, David L. Douglass and Deepika R. Pakianathan, Ph.D. are the managing members of DMP VIII and may be deemed to share voting and dispositive power over the securities held by DV VIII. Such persons and entities disclaim beneficial ownership of the securities held by DV VIII, except to the extent of any pecuniary interest therein.

2. The reported securities are directly owned by Delphi BioInvestments VIII, L.P. ("DBI VIII"). DMP VIII is the general partner of DBI VIII and may be deemed to have sole voting and dispositive power over the securities held by DBI VIII. Douglas A. Roeder, James J. Bochnowski, David L. Douglass and Deepika R. Pakianathan, Ph.D. are the managing members of DMP VIII and may be deemed to share voting and dispositive power over the securities held by DBI VIII. Such persons and entities disclaim beneficial ownership of the securities held by DBI VIII, except to the extent of any pecuniary interest therein.

Remarks:

	/s/ Matthew T. Potter, Attorney-in-Fact for Delphi Management Partners VIII, L.L.C.	03/23/2016
	/s/ Matthew T. Potter, Attorney-in-Fact for James Bochnowski	03/23/2016
	/s/ Matthew T. Potter, Attorney-in-Fact for Delphi BioInvestments VIII, L.P.	03/23/2016
	/s/ Matthew T. Potter, Attorney-in-Fact for Delphi Ventures VIII, L.P.	03/23/2016
	/s/ Matthew T. Potter, Attorney-in-Fact for David Douglass	03/23/2016
	/s/ Matthew T. Potter, Attorney-in-Fact for Deepika Pakianathan	03/23/2016
	/s/ Matthew T. Potter, Attorney-in-Fact for Douglas A. Roeder	03/23/2016
	** 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).
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