Sec Form 4 Filing - InterWest Management Partners IX, LLC @ GLAUKOS Corp - 2015-06-30

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
InterWest Management Partners IX, LLC
2. Issuer Name and Ticker or Trading Symbol
GLAUKOS Corp [ GKOS]
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)
C/O INTERWEST PARTNERS, 2710 SAND HILL ROAD, SUITE 200
3. Date of Earliest Transaction (MM/DD/YY)
06/30/2015
(Street)
MENLO PARK, CA94025
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 06/30/2015 C 2,603,362 A 2,603,362 I Through InterWest Partners IX, L.P. ( 2 )
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 C Convertible Preferred Stock ( 1 ) 06/30/2015 C 1,523,809 ( 1 ) ( 1 ) Common Stock 1,523,809 $ 0 ( 1 ) 0 I Through InterWest Partners IX, L.P. ( 2 )
Series D Convertible Preferred Stock ( 1 ) 06/30/2015 C 674,510 ( 1 ) ( 1 ) Common Stock 674,510 $ 0 ( 1 ) 0 I Through InterWest Partners IX, L.P. ( 2 )
Series E Convertible Preferred Stock ( 1 ) 06/30/2015 C 151,653 ( 1 ) ( 1 ) Common Stock 151,653 $ 0 ( 1 ) 0 I Through InterWest Partners IX, L.P. ( 2 )
Series F Convertible Preferred Stock ( 1 ) 06/30/2015 C 253,390 ( 1 ) ( 1 ) Common Stock 253,390 $ 0 ( 1 ) 0 I Through InterWest Partners IX, L.P. ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
InterWest Management Partners IX, LLC
C/O INTERWEST PARTNERS
2710 SAND HILL ROAD, SUITE 200
MENLO PARK, CA94025
X
InterWest Partners IX, LP
C/O INTERWEST PARTNERS
2710 SAND HILL ROAD, SUITE 200
MENLO PARK, CA94025
X
GIANOS PHILIP T
C/O INTERWEST PARTNERS
2710 SAND HILL ROAD, SUITE 200
MENLO PARK, CA94025
X
Holmes W Stephen
C/O INTERWEST PARTNERS
2710 SAND HILL ROAD, SUITE 200
MENLO PARK, CA94025
X
ORONSKY ARNOLD L
C/O INTERWEST PARTNERS
2710 SAND HILL ROAD, SUITE 200
MENLO PARK, CA94025
X
CLEVELAND BRUCE A
C/O INTERWEST PARTNERS
2710 SAND HILL ROAD, SUITE 200
MENLO PARK, CA94025
X
Kjellson Nina S
C/O INTERWEST PARTNERS
2710 SAND HILL ROAD, SUITE 200
MENLO PARK, CA94025
X
NASR KHALED
C/O INTERWEST PARTNERS
2710 SAND HILL ROAD, SUITE 200
MENLO PARK, CA94025
X
Pepper Douglas A
C/O INTERWEST PARTNERS
2710 SAND HILL ROAD, SUITE 200
MENLO PARK, CA94025
X
Signatures
/s/ Katie A. Passalacqua, Attorney-in-Fact for InterWest Management Partners IX, LLC 06/30/2015
Signature of Reporting Person Date
/s/ Katie A. Passalacqua, Attorney-in-Fact for InterWest Partners IX, L.P. 06/30/2015
Signature of Reporting Person Date
/s/ Katie A. Passalacqua, Attorney-in-Fact for Philip T. Gianos 06/30/2015
Signature of Reporting Person Date
/s/ Katie A. Passalacqua, Attorney-in-Fact for W. Stephen Holmes 06/30/2015
Signature of Reporting Person Date
/s/ Katie A. Passalacqua, Attorney-in-Fact for Arnold L. Oronsky 06/30/2015
Signature of Reporting Person Date
/s/ Katie A. Passalacqua, Attorney-in-Fact for Bruce A. Cleveland 06/30/2015
Signature of Reporting Person Date
/s/ Katie A. Passalacqua, Attorney-in-Fact for Nina Kjellson 06/30/2015
Signature of Reporting Person Date
/s/ Katie A. Passalacqua, Attorney-in-Fact for Khaled A. Nasr 06/30/2015
Signature of Reporting Person Date
/s/ Katie A. Passalacqua, Attorney-in-Fact for Douglas A. Pepper 06/30/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The shares of Series C Convertible Preferred Stock, Series D Convertible Preferred Stock, Series E Convertible Preferred Stock and Series F Convertible Preferred Stock automatically converted into shares of common stock on a 1:1 basis immediately prior to the consummation of the Issuer's initial public offering and had no expiration date.
( 2 )Shares held by InterWest Partners IX, L.P., a California limited partnership ("IWP-9"). InterWest Management Partners IX, LL C, a California limited liability company ("IMP-9") serves as the sole general partner of IWP-9 and owns no shares directly. Philip T. Gianos, W. Stephen Holmes, Gilbert H. Kliman, M.D. and Arnold L. Oronsky are the managing directors of IMP-9. Bruce A. Cleveland, Nina Kjellson, Khaled A. Nasr and Douglas A. Pepper are the venture members of IMP-9. These individuals share voting and dispositive power over the shares held by IWP-9; however, they disclaim beneficial ownership of the shares held by such entities except to the extent of their pecuniary interests therein. Gilbert H. Kliman, M.D. is a director of the Issuer and, accordingly, files separate Section 16 reports.

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.