Sec Form 4 Filing - Park West Asset Management LLC @ Kindred Biosciences, Inc. - 2020-05-26

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 Park West Asset Management LLC 2. Issuer Name and Ticker or Trading Symbol Kindred Biosciences, Inc. [ KIN] 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) 900 LARKSPUR LANDING CIRCLE, SUITE 165 3. Date of Earliest Transaction (MM/DD/YY) 05/26/2020 (Street) LARKSPUR, CA94939 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

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 Equity Swap ( 3 ) ( 4 ) 05/26/2020 J/K( 2 )( 3 )( 4 ) 28,760 10/05/2016 ( 2 ) Common Stock 28,760 ( 3 ) ( 4 ) ( 9 ) 372,243 I See Footnotes ( 1 ) ( 10 ) Equity Swap ( 5 ) 05/26/2020 J/K( 2 )( 5 ) 119,955 03/24/2017 ( 2 ) Common Stock 119,955 ( 5 ) ( 9 ) 30,669 I See Footnotes ( 1 ) ( 10 ) Equity Swap ( 3 ) ( 4 ) 05/27/2020 J/K( 2 )( 3 )( 4 ) 82,941 10/05/2016 ( 2 ) Common Stock 82,941 ( 3 ) ( 4 ) ( 9 ) 289,302 I See Footnotes ( 1 ) ( 10 ) Equity Swap ( 6 ) 05/27/2020 J/K( 2 )( 6 ) 9,293 10/06/2016 ( 2 ) Common Stock 9,293 ( 6 ) ( 9 ) 790,707 I See Footnotes ( 1 ) ( 10 ) Equity Swap ( 7 ) 05/27/2020 J/K( 2 )( 7 ) 30,000 02/01/2017 ( 2 ) Common Stock 30,000 ( 7 ) ( 9 ) 0 I See Footnotes ( 1 ) ( 10 ) Equity Swap ( 5 ) 05/27/2020 J/K( 2 )( 5 ) 30,669 03/24/2017 ( 2 ) Common Stock 30,669 ( 5 ) ( 9 ) 0 I See Footnotes ( 1 ) ( 10 ) Equity Swap ( 8 ) 05/27/2020 J/K( 2 )( 8 ) 28,117 03/27/2017 ( 2 ) Common Stock 28,117 ( 8 ) ( 9 ) 0 I See Footnotes ( 1 ) ( 10 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Park West Asset Management LLC 900 LARKSPUR LANDING CIRCLE, SUITE 165 LARKSPUR, CA94939 X Signatures /s/ Grace Jimenez, Chief Financial Officer of Park West Asset Management LLC 05/28/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Park West Asset Management LLC (the "Reporting Person") is the investment manager to Park West Investors Master Fund, Limited, a Cayman Islands exempted company ("PWIMF"), and Park West Partners International, Limited, a Cayman Islands exempted company ("PWPI"). Peter S. Park ("Mr. Park") is the sole member and manager of the Reporting Person. ( 2 )The Reporting Person previously entered into certain equity swaps with a securities broker (the "Counterparty"), as described below, covering certain shares of Common Stock, par value $0.0001 per share (the "Common Stock"), of Kindred Biosciences, Inc. (the "Company"). The equity swaps are scheduled to expire on June 4, 2020 (the "Settlement Date").On May 26, 2020 (the "May 26 Cancellation Date") and May 27, 2020 (the "May 27 Cancellation Date") the Reporting Person agreed with the Counterparty to terminate the equity swaps early with respect to certain shares for the payments described below. ( 3 )The Reporting Person had previously entered into an equity swap with the Counterparty for 401,003 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person is obligated to pay to the Counterparty $5.18 per share (including a $0.03 per share commission (the "Purchase Commission")), and (ii) the Counterparty is obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares. Upon the May 26 Cancellation Date, the Reporting Person terminated the equity swap early with respect to 28,760 shares, for an average market value of $4.9658 per share (net of a $0.02 per share commission (the "Sale Commission")). ( 4 )Upon the May 27 Cancellation Date, the Reporting Person terminated the equity swap early with respect to 82,941 shares, for an average market value of $4.5702 per share (net of the Sale Commission). The net payment by the Reporting Person to the Counterparty in connection with such terminations was approximately $521,872. The equity swap remains in place upon its original terms with respect to the remaining 289,302 shares of Common Stock. ( 5 )The Reporting Person had previously entered into an equity swap with the Counterparty for 150,624 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person is obligated to pay to the Counterparty $7.1531 per share (including the Purchase Commission), and (ii) the Counterparty is obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares. Upon the May 26 Cancellation Date, the Reporting Person terminated the equity swap early with respect to 119,955 shares, for an average market value of $4.9658 per share (net of the Sale Commission). Upon the May 27 Cancellation Date, the Reporting Person terminated the equity swap early with respect to the remaining 30,669 shares, for an average market value of $4.5702 per share (net of the Sale Commission). The net payment by the Reporting Person to the Counterparty in connection with such terminations was approximately $735,835. ( 6 )The Reporting Person had previously entered into an equity swap with the Counterparty for 800,000 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person is obligated to pay to the Counterparty $5.18 per share (including the Purchase Commission), and (ii) the Counterparty is obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares. Upon the May 27 Cancellation Date, the Reporting Person terminated the equity swap early with respect to 9,293 shares, for an average market value of $4.5702 per share (net of the Sale Commission). The net payment by the Reporting Person to the Counterparty in connection with such termination was approximately $42,471. The equity swap remains in place upon its original terms with respect to the remaining 790,707 shares of Common Stock. ( 7 )The Reporting Person h ad previously entered into an equity swap with the Counterparty for 30,000 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person is obligated to pay to the Counterparty $6.5792 per share (including the Purchase Commission), and (ii) the Counterparty is obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares. Upon the May 27 Cancellation Date, the Reporting Person terminated the equity swap early with respect to the remaining 30,000 shares, for an average market value of $4.5702 per share (net of the Sale Commission). The net payment by the Reporting Person to the Counterparty in connection with such termination was approximately $137,106. ( 8 )The Reporting Person had previously entered into an equity swap with the Counterparty for 28,117 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person is obligated to pay to the Counterparty $7.1237 per share (including the Purchase Commission), and (ii) the Counterparty is obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares. Upon the May 27 Cancellation Date, the Reporting Person terminated the equity swap early with respect to 28,117 shares, for an average market value of $4.5702 per share (net of the Sale Commission). The net payment by the Reporting Person to the Counterparty in connection with such termination was approximately $128,500. ( 9 )During the term of the equity swaps, any dividends earned on the shares of Common Stock underlying the equity swaps are required to be paid to the Reporting Person, and the Reporting Person must pay to the Counterparty "interest" on the aggregate swap amount at the Federal Funds rate plus 30 basis points. ( 10 )Of the aggregate of 1,080,009 shares of Common Stock currently underlying the equity swaps following the transactions described herein, PWIMF holds the economic equivalent of 995,204 shares, and PWPI holds the economic equivalent of 84,805 shares. The Reporting Person's and Mr. Park's beneficial ownership is limited to their pecuniary interest, if any, in such securities.

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

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