Sec Form 4 Filing - DOVEY BRIAN H @ Orexigen Therapeutics, Inc. - 2014-04-22

Insider filing report for Changes in Beneficial Ownership
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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
DOVEY BRIAN H
2. Issuer Name and Ticker or Trading Symbol
Orexigen Therapeutics, Inc. [ OREX]
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 DOMAIN ASSOCIATES, LLC, ONE PALMER SQUARE
3. Date of Earliest Transaction (MM/DD/YY)
04/22/2014
(Street)
PRINCETON, NJ08542
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 04/22/2014 M 4,612,650 A $ 0.001 7,580,065 I By Domain Partners VII, L.P. ( 1 ) ( 2 )
Common Stock 04/22/2014 F 871 D $ 5.3 7,579,194 I By Domain Partners VII, L.P. ( 1 ) ( 2 )
Common Stock 04/22/2014 M 78,820 A $ 0.001 129,463 I By DP VII Associates, L.P. ( 1 ) ( 2 )
Common Stock 04/22/2014 F 15 D $ 5.3 129,448 I By DP VII Associates, L.P. ( 1 ) ( 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 (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 of 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
Warrant to Purchase Common Stock $ 0.001 04/22/2014 M 461,265 12/22/2011 12/22/2021 Common Stock 4,612,650 $ 0 0 I By Domain Partners VII, L.P. ( 1 ) ( 2 )
Warrant to Purchase Common Stock $ 0.001 04/22/2014 M 7,882 12/22/2011 12/22/2021 Common Stock 78,820 $ 0 0 I By DP VII Associates, L.P. ( 1 ) ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
DOVEY BRIAN H
C/O DOMAIN ASSOCIATES, LLC
ONE PALMER SQUARE
PRINCETON, NJ08542
X
Signatures
/s/ Kathleen K. Schoemaker, Attorney-in-Fact 04/23/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The Reporting Person is a Managing Member of One Palmer Square Associates VII, LLC, which is the sole general partner of Domain Partners VII, L.P. and DP VII Associates, L.P. Pursuant to Instruction 4(b)(iv) ofForm 4, the Reporting Person has elected to report as indirectly beneficially owned the entire number of securities beneficially owned by each such entity. The Reporting Person disclaims beneficial ownership of any securities,and any proceeds thereof, that exceed his pecuniary interest therein and/or that are not actually distributed to him.
( 2 )The Reporting Person also directly beneficially owns 20,128 shares of Common Stock and indirectly beneficially owns (i) 1,963 shares held by Domain Associates, LLC; (ii) 3,543,832 shares held by Domain Partners V,L.P.; and (iii) 83,975 shares held by DP V Associates, L.P. The Reporting Person is a Managing Member of Domain Associates, LLC and a Managing Member of One Palmer Square Associates V, LLC, which is the solegeneral partner of Domain Partners V, L.P. and DP V Associates, L.P. Pursuant to Instruction 4(b)(iv) of Form 4, the Reporting Person has elected to report as indirectly beneficially owned the entire number of securities beneficially owned by each such entity. The Reporting Person disclaims beneficial ownership of any securities, and any proceeds thereof, that exceed his pecuniary interest therein and/or that are not actually distributedto him.

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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