Sec Form 4 Filing - VENROCK ASSOCIATES V LP @ Receptos, Inc. - 2013-11-21

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
VENROCK ASSOCIATES V LP
2. Issuer Name and Ticker or Trading Symbol
Receptos, Inc. [ RCPT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O VENROCK, 3340 HILLVIEW AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
11/21/2013
(Street)
PALO ALTO, CA94304
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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 11/21/2013 S 250,000 D $ 22.05 1,832,761 ( 1 ) I By Funds ( 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
VENROCK ASSOCIATES V LP
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA94304
X
VENROCK PARTNERS V L P
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA94304
X
Venrock Entrepreneurs Fund V, L.P.
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA94304
X
Venrock Management V, LLC
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA94304
X
Venrock Partners Management V, LLC
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA94304
X
VEF Management V, LLC
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA94304
X
Signatures
/s/ David L. Stepp, Authorized Signatory 11/25/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Consists of an aggregate of (i) 1,653,703 shares of common stock held by Venrock Associates V, L.P. ("Venrock Associates"); (ii) an aggregate of 140,205 shares of common stock held by Venrock Partners V, L.P. ("Venrock Partners"); and (iii) an aggregate of 38,853 shares of common stock held by Venrock Entrepreneurs Fund V, L.P. ("Venrock Entrepreneurs").
( 2 )The sole general partner of Venrock Associates is Venrock Management V, LLC ("VM5"). The sole general partner of Venrock Partners is Venrock Partners Management V, LLC ("VPM5"). The sole general partner of Venrock Entrepreneurs is VEF Management V, LLC ("VEF"). VM5, VPM5 and VEF disclaim beneficial ownership over all shares held by Venrock Associates, Venrock Partners and Venrock Entrepreneurs, except to the extent of their indirect pecuniary interest therein.

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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