Sec Form 4 Filing - Himawan Jeff @ CATALYST BIOSCIENCES, INC. - 2015-08-20

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

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Himawan Jeff 2. Issuer Name and Ticker or Trading Symbol CATALYST BIOSCIENCES, INC. [ CBIO] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 260 LITTLEFIED AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 08/20/2015 (Street) SOUTH SAN FRANCISCO, CA94080 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 Common Stock 08/20/2015 J( 1 ) 1,068,790 A 1,068,790 I By Essex Woodlands Health Ventures Fund VIII, L.P. ( 2 ) ( 3 ) Common Stock 08/20/2015 J( 1 ) 77,059 A 1,145,849 I By Essex Woodlands Health Ventures Fund VIII-A, L.P. ( 2 ) ( 3 ) Common Stock 08/20/2015 J( 1 ) 33,503 A 1,179,352 I By Essex Woodlands Health Ventures Fund VIII-B, L.P. ( 2 ) ( 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 Warrant (Right to Buy) $ 33.27 08/20/2015 J( 4 ) 3,065 ( 4 ) 04/09/2019 Common Stock 3,065 ( 4 ) 3,065 I By Essex Woodlands Health Ventures Fund VIII, L.P. ( 2 ) ( 3 ) Warrant (Right to Buy) $ 33.27 08/20/2015 J( 5 ) 220 ( 5 ) 04/09/2019 Common Stock 220 ( 5 ) 220 I By Essex Woodlands Health Ventures Fund VIII-A, L.P. ( 2 ) ( 3 ) Warrant (Right to Buy) $ 33.27 08/20/2015 J( 6 ) 96 ( 6 ) 04/09/2019 Common Stock 96 ( 6 ) 96 I By Essex Woodlands Health Ventures Fund VIII-B, L.P. ( 2 ) ( 3 ) Warrant (Right to Buy) $ 3.33 08/20/2015 J( 7 ) 17,757 ( 7 ) 05/29/2020 Common Stock 17,757 ( 7 ) 17,757 I By Essex Woodlands Health Ventures Fund VIII, L.P. ( 2 ) ( 3 ) Warrant (Right to Buy) $ 3.33 08/20/2015 J( 8 ) 1,280 ( 8 ) 05/29/2020 Common Stock 1,280 ( 8 ) 1,280 I By Essex Woodlands Health Ventures Fund VIII-A, L.P. ( 2 ) ( 3 ) Warrant (Right to Buy) $ 3.33 08/20/2015 J( 9 ) 556 ( 9 ) 05/29/2020 Common Stock 556 ( 9 ) 556 I By Essex Woodlands Health Ventures Fund VIII-B, L.P. ( 2 ) ( 3 ) Warrant (Right to Buy) $ 3.33 08/20/2015 J( 10 ) 21,926 ( 10 ) 06/29/2010 Common Stock 21,926 ( 10 ) 21,926 I By Essex Woodlands Health Ventures Fund VIII, L.P. ( 2 ) ( 3 ) Warrant (Right to Buy) $ 3.33 08/20/2015 J( 11 ) 1,580 ( 11 ) 06/29/2010 Common Stock 1,580 ( 11 ) 1,580 I By Essex Woodlands Health Ventures Fund VIII-A, L.P. ( 2 ) ( 3 ) Warrant (Right to Buy) $ 3.33 08/20/2015 J( 12 ) 687 ( 12 ) 06/29/2010 Common Stock 687 ( 12 ) 687 I By Essex Woodlands Health Ventures Fund VIII-B, L.P. ( 2 ) ( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Himawan Jeff 260 LITTLEFIED AVENUE SOUTH SAN FRANCISCO, CA94080 X X Signatures /s/ Nassim Usman Attorney-in-Fact for Jeff Himawan 08/20/2015 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents shares of the Issuer issued pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 5, 2015 as amended on May 6 and May 13, 2015, by and among the Issuer, Talos Merger Sub, Inc. and a Delaware corporation then known as Catalyst Biosciences, Inc. ("Old Catalyst"). Pursuant to the terms of the Merger Agreement, each share of common stock of Old Catalyst was converted into 0.0382 shares of the Issuer's common stock. ( 2 )Essex Woodlands Health Ventures VIII, L.P. (the "Essex Funds GP"), is the general partner of each of Essex Woodlands Health Ventures Fund VIII, L.P. ("Fund VIII"), Essex Woodlands Health Ventures Fund VIII-A, L.P. ("Fund VIII-A") and Essex Woodlands Health Ventures Fund VIII-B, L.P. ("Fund VIII-B", and together with Fund VIII and Fund VIII-A, the "Essex Funds"). Essex Woodlands Health Ventures VIII, L.L.C. (the "General Partner") is the general partner of the Essex Funds GP. The General Partner holds sole voting and dispositive power over the shares held by each of the Essex Funds (the "Shares"). The managers of the General Partner are James L. Currie, Martin P. Sutter, Immanuel Thangaraj, Ron Eastman, Guido Neels, Petri Vainio, Jeff Himawan (also a member of the Issuer's board of directors), and Steve Wiggins (collectively, the "Managers"), and may exercise voting and investment control over the Shares only by the majority action of the Managers. (Continued in Footnote 3) ( 3 )The reporting person disclaims beneficial ownership of those securities in which he does not have a pecuniary interest and this report shall not be deemed an admission that he is the beneficial owner of these securities for purposes of Section 16, except to the extent of his pecuniary interests therein. ( 4 )On April 9, 2014, Reporting Person was granted a warrant to purchase 80,240 shares of the Series E Preferred Stock of Old Catalyst at an exercise price of $1.2706 per share. Each share of Series E Preferred Stock of Old Catalyst was convertible into 1 share of common stock of Old Catalyst. Pursuant to the Merger Agreement, this warrant was converted into a warrant to purchase 3,065 shares of the Catalyst's common stock at a per share exercise price of $33.27. The warrant is fully vested and exercisable. ( 5 )On April 9, 2014, Reporting Person was granted a warrant to purchase 5,785 shares of the Series E Preferred Stock of Old Catalyst at an exercise price of $1.2706 per share. Each share of Series E Preferred Stock of Old Catalyst was convertible into 1 share of common stock of Old Catalyst. Pursuant to the Merger Agreement, this warrant was converted into a warrant to purchase 220 shares of the Catalyst's common stock at a per share exercise price of $33.27. The warrant is fully vested and exercisable. ( 6 )On April 9, 2014, Reporting Person was granted a warrant to purchase 2,515 shares of the Series E Preferred Stock of Old Catalyst at an exercise price of $1.2706 per share. Each share of Series E Preferred Stock of Old Catalyst was convertible into 1 share of common stock of Old Catalyst. Pursuant to the Merger Agreement, this warrant was converted into a warrant to purchase 96 shares of the Catalyst's common stock at a per share exercise price of $33.27. The warrant is fully vested and exercisable. ( 7 )On May 29, 2015, Reporting Person acquired a warrant to purchase 46,848 shares of the Series F Preferred Stock of Old Catalyst at an exercise price of $1.2706 per share. Each share of Series F Preferred Stock of Old Catalyst was convertible into 10 shares of common stock of Old Catalyst. Pursuant to the Merger Agreement, this warrant was converted into a warrant to purchase 17,757 shares of the Catalyst's common stock at a per share exercise price of $3.33. The warrant is fully vested and exercisable. ( 8 )On May 29, 2015, Reporting Person acquired a warrant to purchase 3,351 shares of the Series F Preferred Stock of Old Catalyst at an exercise price of $1.2706 per share. Each share of Series F Preferred Stock of Old Catalyst was convertible into 10 shares of common stock of Old Catalyst. Pursuant to the Merger Agreement, this warrant was converted into a warrant to purchase 1,280 shares of the Catalyst's common stock at a per share exercise price of $3.33. The warrant is fully vested and exercisable. ( 9 )On May 29, 2015, Reporting Person acquired a warrant to purchase 1,457 shares of the Series F Preferred Stock of Old Catalyst at an exercise price of $1.2706 per share. Each share of Series F Preferred Stock of Old Catalyst was convertible into 10 shares of common stock of Old Catalyst. Pursuant to the Merger Agreement, this warrant was converted into a warrant to purchase 556 shares of the Catalyst's common stock at a per share exercise price of $3.33. The warrant is fully vested and exercisable. ( 10 )On June 29, 2015, Reporting Person acquired a warrant to purchase 57,400 shares of the Series F Preferred Stock of Old Catalyst at an exercise price of $1.2706 per share. Each share of Series F Preferred Stock of Old Catalyst was convertible into 10 shares of common stock of Old Catalyst. Pursuant to the Merger Agreement, this warrant was converted into a warrant to purchase 21,926 shares of the Catalyst's common stock at a per share exercise price of $3.33. The warrant is fully vested and exercisable. ( 11 )On June 29, 2015, Reporting Person acquired a warrant to purchase 4,138 shares of the Series F Preferred Stock of Old Catalyst at an exercise price of $1.2706 per share. Each share of Series F Preferred Stock of Old Catalyst was convertible into 10 shares of common stock of Old Catalyst. Pursuant to the Merger Agreement, this warrant was converted into a warrant to purchase 1,580 shares of the Catalyst's common stock at a per share exercise price of $3.33. The warrant is fully vested and exercisable. ( 12 )On June 29, 2015, Reporting Person acquired a warrant to purchase 1,799 shares of the Series F Preferred Stock of Old Catalyst at an exercise price of $1.2706 per share. Each share of Series F Preferred Stock of Old Catalyst was convertible into 10 shares of common stock of Old Catalyst. Pursuant to the Merger Agreement, this warrant was converted into a warrant to purchase 687 shares of the Catalyst's common stock at a per share exercise price of $3.33. The warrant is fully vested and exercisable.

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).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.