Sec Form 3 Filing - Filice Becki @ Achaogen Inc - 2014-03-11

FORM 3 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 Filice Becki 2. Issuer Name and Ticker or Trading Symbol Achaogen Inc [ AKAO] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) SVP, Development Operations (Last) (First) (Middle) C/O ACHAOGEN, INC., 7000 SHORELINE COURT, #371 3. Date of Earliest Transaction (MM/DD/YY) 03/11/2014 (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

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 Stock Option (Right to Buy) $ 6.93 ( 1 ) 06/07/2021 Common Stock 27,272 D Stock Option (Right to Buy) $ 7.26 ( 2 ) 09/14/2021 Common Stock 2,818 D Stock Option (Right to Buy) $ 7.26 ( 3 ) 03/08/2022 Common Stock 31,600 D Stock Option (Right to Buy) $ 7.26 ( 4 ) 03/08/2022 Common Stock 33,218 D Stock Option (Right to Buy) $ 9.24 ( 5 ) 01/30/2024 Common Stock 23,636 D Stock Option (Right to Buy) $ 9.24 ( 6 ) 01/30/2024 Common Stock 12,727 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Filice Becki C/O ACHAOGEN, INC. 7000 SHORELINE COURT, #371 SOUTH SAN FRANCISCO, CA94080 SVP, Development Operations Signatures /s/ Dennis Hom, Attorney-in-Fact for Becki Filice 03/11/2014 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Twenty-five percent (25%) of the shares subject to the option vest on the first anniversary measured from May 23, 2011, and the remaining shares subject to the option vest in 36 successive, equal monthly installments thereafter, subject to the Reporting Person's continued employment or service relationship with the Issuer on each such vesting date. ( 2 )The shares subject to the option vest in 48 successive, equal monthly installments on each monthly anniversary of September 14, 2011, subject to the Reporting Person's continued employment or service relationship with the Issuer on each such vesting date. ( 3 )The option was immediately exercisable in full on March 8, 2012; however, the shares subject to the option vest in 48 successive, equal monthly installments on each monthly anniversary of March 8, 2012, subject to the Reporting Person's continued employment or service relationship with the Issuer on each such vesting date. ( 4 )The option was immediately exercisable in full on March 8, 2012; however, one third (1/3rd) of the shares subject to the option shall vest on the date that the fair market value of the Company's Common Stock (based on the closing sales price as quoted on NASDAQ for such date) first reaches or exceeds each of $33.00, $55.00 and $77.00 (in each case, as appropriately adjusted for stock splits, stock dividends, recapitalizations and the like), respectively, in the future, subject to the Reporting Person's continued employment or service relationship with the Issuer on each such vesting date. ( 5 )The option was immediately exercisable in full on January 30, 2014; however, the shares subject to the option vest in 48 successive, equal monthly installments on each monthly anniversary of January 30, 2014, subject to the Reporting Person's continued employment or service relationship with the Issuer on each such vesting date. ( 6 )The option was immediately exercisable in full on January 30, 2014; however, one third (1/3rd) of the shares subject to the option shall vest on the date that the fair market value of the Company's Common Stock (based on the closing sales price as quoted on NASDAQ for such date) first reaches or exceeds each of $33.00, $55.00 and $77.00 (in each case, as appropriately adjusted for stock splits, stock dividends, recapitalizations and the like), respectively, in the future, subject to the Reporting Person's continued employment or service relationship with the Issuer on each such vesting date.

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).

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