Sec Form 4 Filing - Boxer Capital, LLC @ Mirati Therapeutics, Inc. - 2017-01-06

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 Boxer Capital, LLC 2. Issuer Name and Ticker or Trading Symbol Mirati Therapeutics, Inc. [ MRTX] 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) 11682 EL CAMINO REAL, SUITE 320, 3. Date of Earliest Transaction (MM/DD/YY) 01/06/2017 (Street) SAN DIEGO, CA92130 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 01/06/2017 P 280,059 A $ 5.6 1,037,994 D ( 1 ) ( 2 ) Common Stock 01/06/2017 P 6,104 A $ 5.6 435,444 D ( 3 ) Common Stock 30,518 D ( 4 ) Common Stock 13,131 D ( 5 ) Common Stock 37,241 D ( 6 ) Common Stock 77,038 D ( 7 ) Common Stock 87,052 D ( 8 )

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 (right to purchase) $ 0.001 01/06/2017 P 2,341,786 01/06/2017 ( 9 ) Common Stock 2,341,786 $ 5.599 2,341,786 D ( 1 ) ( 2 ) Warrant (right to purchase) $ 0.001 01/06/2017 P 51,047 01/06/2017 ( 9 ) Common Stock 51,047 $ 5.599 51,047 D ( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Boxer Capital, LLC 11682 EL CAMINO REAL, SUITE 320 SAN DIEGO, CA92130 X LEWIS JOSEPH C/O CAY HOUSE P.O. BOX N-7776 E.P. TAYLOR DRIVE LYFORD CAY NEW PROVIDENCE, C5 X Boxer Asset Management Inc. C/O CAY HOUSE P.O. BOX N-7776 E.P. TAYLOR DRIVE LYFORD CAY NEW PROVIDENCE, C5 X MVA Investors, LLC 11682 EL CAMINO REAL, SUITE 320 SAN DIEGO, CA92130 X LAPPE RODNEY W 4660 LA JOLLA VILLAGE DRIVE, SUITE 500 SAN DIEGO, CA92121 X LIEBERBURG IVAN M 11682 EL CAMINO REAL, SUITE 320 SAN DIEGO, CA92130 X Davis Aaron I. 11682 EL CAMINO REAL, SUITE 320 SAN DIEGO, CA92130 X Reisman Neil 11682 EL CAMINO REAL, SUITE 320 SAN DIEGO, CA92130 X Dissanayake Shehan Bharatha 11682 EL CAMINO REAL, SUITE 320 SAN DIEGO, CA92130 X Fuglesang Christopher 11682 EL CAMINO REAL, SUITE 320 SAN DIEGO, CA92130 X Signatures Boxer Capital, LLC, By: /s/ Aaron Davis, Aaron Davis 01/10/2017 Signature of Reporting Person Date Boxer Asset Management Inc., By: /s/ Jefferson Voss, Jefferson Voss 01/10/2017 Signature of Reporting Person Date MVA Investors, LLC, By: /s/ Aaron Davis, Aaron Davis 01/10/2017 Signature of Reporting Person Date Joseph Lewis, /s/ Joseph Lewis, Joseph Lewis 01/10/2017 Signature of Reporting Person Date Rodney W. Lappe, By: /s/ Rodney W. Lappe, Rodney W. Lappe 01/10/2017 Signature of Reporting Person Date Ivan M. Lieberburg, By: /s/ Ivan M. Lieberburg, Ivan M. Lieberburg 01/10/2017 Signature of Reporting Person Date Aaron I. Davis, By: /s/ Aaron I. Davis, Aaron I. Davis 01/10/2017 Signature of Reporting Person Date Neil Reisman, By: /s/ Neil Reisman, Neil Reisman 01/10/2017 Signature of Reporting Person Date Shehan B. Dissanayake, By: /s/ Shehan B. Dissanayake, Shehan B. Dissanayake 01/10/2017 Signature of Reporting Person Date Christopher Fuglesang, By: /s/ Christopher Fuglesang, Christopher Fuglesang 01/10/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )These securities are owned directly by Boxer Capital, LLC ("Boxer Capital"), which may be deemed to be a member of a "group" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, consisting of (i) Braslyn Ltd. ("Braslyn"), (ii) Boxer Capital, (iii) Boxer Asset Management Inc. ("Boxer Management"), (v) MVA Investors, LLC ("MVA Investors"), (vi) Joe Lewis, (vii) Rodney W. Lappe, (viii) Ivan M. Lieberburg, (ix) Aaron I. Davis, (x) Neil Reisman, (xi) Shehan B. Dissanayake, and (xii) Christopher Fuglesang (collectively, the "Boxer Group), and indirectly by Boxer Management and Messrs. ( 2 )(Continued from Footnote 1) Lewis, Fuglesang, Reisman, Lieberburg, Dissanayake and Davis, by virtue of their ownership in Boxer Capital. Each of Messrs. Fuglesang, Reisman, Lieberburg, Dissanayake and Davis is a member of Boxer Capital. Each member of the Boxer Group other than Boxer Capital disclaims beneficial ownership of these securities to the extent it or he does not have a pecuniary interest therein. ( 3 )These securities are owned directly and solely by MVA Investors, which has sole voting and dispositive power with respect to these securities. Each of Messrs. Fuglesang, Reisman, Lieberburg, Dissanayake and Davis is a member of MVA Investors. Each member of the Boxer Group other than MVA Investors disclaims beneficial ownership of these securities to the extent it or he does not have a pecuniary interest therein. ( 4 )These securities are owned directly by Christopher Fuglesang, who may be deemed to be a member of the Boxer Group, and includes 11,436 shares received in connection with the pro rata distribution by Boxer Capital to its members on March 16, 2016 (the "Boxer Capital Pro Rata Distribution"). ( 5 )These securities are owned directly by Neil Reisman, who may be deemed to be a member of the Boxer Group, and includes 4,921 shares received in connection with the Boxer Capital Pro Rata Distribution. ( 6 )These securities are owned directly by Ivan M. Lieberburg, who may be deemed to be a member of the Boxer Group, and includes 34,981 shares received in connection with the Boxer Capital Pro Rata Distribution. ( 7 )These securities are owned directly by Shehan B. Dissanayake, who may be deemed to be a member of the Boxer Group, and includes 28,869 shares received in connection with the Boxer Capital Pro Rata Distribution. ( 8 )These securities are owned directly by Aaron I. Davis, who may be deemed to be a member of the Boxer Group, and includes 32,622 shares received in connection with the Boxer Capital Pro Rata Distribution. ( 9 )The warrants do not have an expiration date and are not exercisable to the extent that, following exercise of such warrants, the warrant holder and its affiliates would beneficially own more than 19.99% of the issuer's common stock.

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