Sec Form 4 Filing - George Jean @ PORTOLA PHARMACEUTICALS INC - 2013-05-28

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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
George Jean
2. Issuer Name and Ticker or Trading Symbol
PORTOLA PHARMACEUTICALS INC [ PTLA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O ADVANCED TECHNOLOGY VENTURES, 500 BOYLSTON STREET, SUITE 1380
3. Date of Earliest Transaction (MM/DD/YY)
05/28/2013
(Street)
BOSTON, MA02116
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 05/28/2013 C 58,129 A 58,129 I Advanced Technology Ventures VII (B), L.P. ( 4 )
Common Stock 05/28/2013 C 27,939 A 27,939 I Advanced Technology Ventures VII (C), L.P. ( 4 )
Common Stock 05/28/2013 C 1,448,580 A 1,448,580 I Advanced Technology Ventures VII, L.P. ( 4 )
Common Stock 05/28/2013 C 8,632 A 8,632 I ATV Entrepreneurs VII, L.P. ( 4 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 o f Derivative Security: 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
Series B Preferred Stock ( 1 ) 05/28/2013 C 37,379 ( 1 ) ( 5 ) Common Stock 37,379 $ 0 0 I Advanced Technology Ventures VII (B), L.P. ( 4 )
Series B Preferred Stock ( 1 ) 05/28/2013 C 17,966 ( 1 ) ( 5 ) Common Stock 17,966 $ 0 0 I Advanced Technology Ventures VII (C), L.P. ( 4 )
Series B Preferred Stock ( 1 ) 05/28/2013 C 931,468 ( 1 ) ( 5 ) Common Stock 931,468 $ 0 0 I Advanced Technology Ventures VII, L.P. ( 4 )
Series B Preferred Stock ( 1 ) 05/28/2013 C 5,551 ( 1 ) ( 5 ) Common Stock 5,551 $ 0 0 I ATV Entrepreneurs VII, L.P. ( 4 )
Series C Preferred Stock ( 2 ) 05/28/2013 C 17,302 ( 2 ) ( 5 ) Common Stock 17,302 $ 0 0 I Advanced Technology Ventures VII (B), L.P. ( 4 )
Series C Preferred Stock ( 2 ) 05/28/2013 C 8,316 ( 2 ) ( 5 ) Common Stock 8,316 $ 0 0 I Advanced Technology Ventures VII (C), L.P. ( 4 )
Series C Preferred Stock ( 2 ) 05/28/2013 C 431,173 ( 2 ) ( 5 ) Common Stock 431,173 $ 0 0 I Advanced Technology Ventures VII, L.P. ( 4 )
Series C Preferred Stock ( 2 ) 05/28/2013 C 2,569 ( 2 ) ( 5 ) Common Stock 2,569 $ 0 0 I ATV Entrepreneurs VII, L.P. ( 4 )
Series D Preferred Stock ( 3 ) 05/28/2013 C 3,448 ( 3 ) ( 5 ) Common Stock 3,448 $ 0 0 I Advanced Technology Ventures VII (B), L.P. ( 4 )
Series D Preferred Stock ( 3 ) 05/28/2013 C 1,657 ( 3 ) ( 5 ) Common Stock 1,657 $ 0 0 I Advanced Technology Ventures VII (C), L.P. ( 4 )
Series D Preferred Stock ( 3 ) 05/28/2013 C 85,939 ( 3 ) ( 5 ) Common Stock 85,939 $ 0 0 I Advanced Technology Ventures VII, L.P. ( 4 )
Series D Preferred Stock ( 3 ) 05/28/2013 C 512 ( 3 ) ( 5 ) Common Stock 512 $ 0 0 I ATV Entrepreneurs VII, L.P. ( 4 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
George Jean
C/O ADVANCED TECHNOLOGY VENTURES
500 BOYLSTON STREET, SUITE 1380
BOSTON, MA02116
X
Signatures
/s/ Sally A. Kay, as attorney-in-fact 05/28/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Upon the closing of the Issuer's initial public offering, each share of Series B Preferred Stock automatically converted into 1 share of Common Stock for no additional consideration and had no expiration date.
( 2 )Upon the closing of the Issuer's initial public offering, each share of Series C Preferred Stock automatically converted into 1 share of Common Stock for no additional consideration and had no expiration date.
( 3 )Upon the closing of the Issuer's initial public offering, each share of Series D Preferred Stock automatically converted into 1 share of Common Stock for no additional consideration and had no expiration date.
( 4 )Ms. George is a managing director of ATV Associates VII, LLC, the management company of the Entities affiliated with Advanced Technology Ventures, and shares voting and dispositive power over the shares held by the Entities affiliated with Advanced Technology Ventures. Ms. George disclaims beneficialownership thereof except to the extent of her respective proportionate pecuniary interest in such shares.
( 5 )The shares do not have an expiration date.

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