Sec Form 4 Filing - Hatteras Venture Advisors III, LLC @ Clearside Biomedical, Inc. - 2016-06-07

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 Hatteras Venture Advisors III, LLC 2. Issuer Name and Ticker or Trading Symbol Clearside Biomedical, Inc. [ CLSD] 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) 280 S. MANGUM ST., SUITE 350, 3. Date of Earliest Transaction (MM/DD/YY) 06/07/2016 (Street) DURHAM, NC27701 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 06/07/2016 C 1,598,219 ( 1 ) A 1,654,242 I See Footnotes ( 3 ) Common Stock 06/07/2016 X 21,705 A $ 0.022 1,675,947 I See Footnotes ( 3 ) Common Stock 06/07/2016 S( 4 ) 69 D $ 7 1,675,878 I See Footnotes ( 3 ) Common Stock 06/07/2016 P 107,142 A $ 7 1,783,020 I See Footnotes ( 3 ) ( 5 )

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 Series A Preferred Stock ( 2 ) 06/07/2016 C 2,035,907 ( 2 ) ( 2 ) Common Stock 925,411 ( 2 ) $ 0 0 I See Footnotes ( 3 ) ( 6 ) Series A-1 Preferred Stock ( 2 ) 06/07/2016 C 689,388 ( 2 ) ( 2 ) Common Stock 313,357 ( 2 ) $ 0 0 I See Footnotes ( 3 ) ( 7 ) Series B Preferred Stock ( 2 ) 06/07/2016 C 432,940 ( 2 ) ( 2 ) Common Stock 196,790 ( 2 ) $ 0 0 I See Footnotes ( 3 ) ( 8 ) Series C Preferred Stock ( 2 ) 06/07/2016 C 337,898 ( 2 ) ( 2 ) Common Stock 162,661 ( 2 ) $ 0 0 I See Footnotes ( 3 ) ( 9 ) Warrant to Purchase Common Stock (right to buy) $ 0.022 06/07/2016 X 19,900 04/28/2014 ( 10 ) Common Stock 19,900 $ 0 0 I By Hatteras Venture Partners III, LP ( 3 ) ( 11 ) Warrant to Purchase Common Stock (right to buy) $ 0.022 06/07/2016 X 1,805 04/28/2014 ( 10 ) Common Stock 1,805 $ 0 0 I By Hatteras Venture Affiliates III, LP ( 3 ) ( 12 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Hatteras Venture Advisors III, LLC 280 S. MANGUM ST., SUITE 350 DURHAM, NC27701 X Hatteras Ventures Partners III LP 280 S. MANGUM ST., SUITE 350 DURHAM, NC27701 X Hatteras Venture Affiliates III Lp 280 S. MANGUM ST., SUITE 350 DURHAM, NC27701 X Crumpler John C/O HATTERAS VENTURES 280 S. MANGUM ST., SUITE 350 DURHAM, NC27701 X Reed Douglas MD C/O HATTERAS VENTURES 280 S. MANGUM ST., SUITE 350 DURHAM, NC27701 X LEE KENNETH B JR C/O HATTERAS VENTURES 280 S. MANGUM ST., SUITE 350 DURHAM, NC27701 X INGRAM ROBERT ALEXANDER C/O HATTERAS VENTURES 280 S. MANGUM ST., SUITE 350 DURHAM, NC27701 X Thorp Clay C/O HATTERAS VENTURES 280 S. MANGUM ST., SUITE 350 DURHAM, NC27701 X X Signatures /s/ Brian F. Leaf, Attorney-in-Fact for Hatteras Venture Advisors III, LLC 06/07/2016 Signature of Reporting Person Date /s/ Brian F. Leaf, Attorney-in-Fact for Hatteras Venture Advisors III, LLC, the general partner of Hatteras Venture Partners III, LP 06/07/2016 Signature of Reporting Person Date /s/ Brian F. Leaf, Attorney-in-Fact for Hatteras Venture Advisors III, LLC, the general partner of Hatteras Venture Affiliates III, LP 06/07/2016 Signature of Reporting Person Date /s/ Brian F. Leaf, Attorney-in-Fact for John Crumpler 06/07/2016 Signature of Reporting Person Date /s/ Brian F. Leaf, Attorney-in-Fact for Douglas Reed 06/07/2016 Signature of Reporting Person Date /s/ Brian F. Leaf, Attorney-in-Fact for Kenneth Lee 06/07/2016 Signature of Reporting Person Date /s/ Brian F. Leaf, Attorney-in-Fact for Robert Ingram 06/07/2016 Signature of Reporting Person Date /s/ Brian F. Leaf, Attorney-in-Fact for Clay Thorp 06/07/2016 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The total represents shares received upon conversion of shares of Series A Preferred Stock, Series A-1 Preferred Stock, Series B Preferred Stock and Series C Preferred Stock. ( 2 )Effective immediately prior to the closing of the Issuer's initial public offering of its common stock, each share of Series A Preferred Stock, Series A-1 Preferred Stock and Series B Preferred Stock automatically converted into 0.454545 shares of the Issuer's common stock, and each share of Series C Preferred Stock automatically converted into 0.4814 shares of the Issuer's common stock. The Preferred Stock had no expiration date. ( 3 )The reportable securities are owned directly by Hatteras Venture Partners III, LP ("HVP") and Hatteras Venture Affiliates III, LP ("HVA"). Hatteras Venture Advisors III, LLC is the general partner of HVP and HVA (the "GP"). The shares directly held by HVP and HVA are indirectly held by the individual managing members of GP (each, a "GP Managing Member" and collectively, the "GP Managing Members"). The GP Managing Members are John Crumpler, Clay Thorp, Ken Lee, Douglas Reed and Robert Ingram. The GP Managing Members may share voting and dispositive power over the securities directly held by HVP and HVA. Each GP Managing Member disclaims beneficial ownership of these securities and this report is not an admission that any GP Managing Member is a beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of his pecuniary interest therein. ( 4 )On June 7, 2016, HVP and HVA exercised warrants to purchase an aggregate of 21,705 shares of Issuer's common stock for $0.022 per share. HVP and HVA paid the exercise price on a cashless basis, resulting in the Issuer's withholding of an aggregate of 69 of the warrant shares to pay the exercise price andissuing to the reporting person the remaining 21,636 shares. ( 5 )HVP holds 1,634,603 shares and HVA holds 148,417 shares of the Issuer's Common Stock directly. ( 6 )HVP held 1,866,418 shares and HVA held 169,489 shares of the Issuer's Series A Preferred Stock directly ( 7 )HVP held 631,997 shares and HVA held 57,391 shares of the Issuer's Series A-1 Preferred Stock directly. ( 8 )HVP held 396,920 shares and HVA held 36,020 shares of the Issuer's Series B Preferred Stock directly. ( 9 )HVP held 309,768 shares and HVA held 28,130 shares of the Issuer's Series C Preferred Stock directly. ( 10 )This warrant would have expired upon the closing of the Issuer's initial public offering. ( 11 )The reportable securities were owned directly by HVP. ( 12 )The reportable securities are owned directly by HVA.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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