Sec Form 4/A Filing - ORIGINATE GROWTH FUND 1Q LP @ Tabula Rasa HealthCare, Inc. - 2017-12-08

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FORM 4/A
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
ORIGINATE GROWTH FUND 1Q LP
2. Issuer Name and Ticker or Trading Symbol
Tabula Rasa HealthCare, Inc. [ TRHC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
Former 10% owner
(Last) (First) (Middle)
205 WEBSTER STREET
3. Date of Earliest Transaction (MM/DD/YY)
12/08/2017
(Street)
BETHLEHEM, PA18015
4. If Amendment, Date Original Filed (MM/DD/YY)
12/12/2017
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 12/08/2017 S 523,805 D $ 25.85 ( 1 ) 1,390,723 D ( 3 )
Common Stock 12/11/2017 S 160,375 D $ 25.85 ( 2 ) 1,229,898 D ( 3 )
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
ORIGINATE GROWTH FUND 1Q LP
205 WEBSTER STREET
BETHLEHEM, PA18015
Former 10% owner
Originate Growth GP, LLC
205 WEBSTER STREET
BETHLEHEM, PA18015
Former 10% owner
BRESSNER GLEN R
205 WEBSTER STREET
BETHLEHEM, PA18015
X Former 10% owner
Arnson Eric R
205 WEBSTER STREET
BETHLEHEM, PA18015
Former 10% owner
GAUSLING MICHAEL J
205 WEBSTER STREET
BETHLEHEM, PA18015
Former 10% owner
Signatures
Originate Growth Fund #1Q, L.P., By: Originate Growth GP, LLC, By: /s/ Glen R. Bressner, Managing Partner 03/13/2018
Signature of Reporting Person Date
Originate Growth GP, LLC; By: /s/ Glen Bressner, Managing Partner 03/13/2018
Signature of Reporting Person Date
/s/ Glen Bressner 03/13/2018
Signature of Reporting Person Date
/s/ Eric Arnson 03/13/2018
Signature of Reporting Person Date
/s/ Michael Gausling 03/13/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents shares of the Company's common stock sold by the Reporting Person in an underwritten public offering completed on December 8, 2017 at a price per share of $25.85, after deducting underwriting discounts and commissions of $1.65 per share.
( 2 )Represents shares of the Company's common stock sold by the Reporting Person upon the exercise of the underwriters' over-allotment option in an underwritten public offering completed on December 11, 2017 at a price per share of $25.85, after deducting underwriting discounts and commissions of $1.65 per share.
( 3 )This report is filed jointly by Originate Growth Fund #1Q, L.P. ("Originate #1Q"), Originate Growth GP, LLC ("Originate GP"), Glen R. Bressner, Eric R. Arnson and Michael J. Gausling. The shares are held by Originate #1Q. The general partner of Originate #1Q is Originate GP, a limited liability company. The members of Originate GP are Messrs. Bressner, Arnson and Gausling. The members of Originate GP share voting and dispositive power over the shares held by Originate #1Q. Each of these individuals disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest. In addition, 5,565 shares granted to Mr. Bressner in September 2016 and 2,596 shares granted to Mr. Bressner in June 2017 are beneficially owned by Originate Growth Fund #1Q, L.P. and Originate Growth Fund #1A, L.P., with the shares allocated to each fund on a pro rata basis.

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