Sec Form 3 Filing - Sarpangal Zeryn @ Achaogen, Inc. - 2018-10-01

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 Sarpangal Zeryn 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) Chief Financial Officer (Last) (First) (Middle) C/O ACHAOGEN, INC., 1 TOWER PLACE, SUITE 300 3. Date of Earliest Transaction (MM/DD/YY) 10/01/2018 (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 27,434 ( 1 ) D

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) $ 14.89 ( 2 ) 06/26/2024 Common Stock 17,160 D Stock Option (Right to Buy) $ 6.99 ( 3 ) 09/24/2025 Common Stock 18,000 D Stock Option (Right to Buy) $ 3.65 ( 4 ) 02/26/2026 Common Stock 18,000 D Stock Option (Right to Buy) $ 3.65 ( 5 ) 02/26/2026 Common Stock 20,000 D Stock Option (Right to Buy) $ 4.34 ( 5 ) 09/23/2026 Common Stock 18,000 D Stock Option (Right to Buy) $ 23.62 ( 6 ) 02/22/2027 Common Stock 36,000 D Stock Option (Right to Buy) $ 23.62 ( 7 ) 02/22/2027 Common Stock 9,000 D Stock Option (Right to Buy) $ 10.64 ( 8 ) 02/08/2028 Common Stock 28,000 D Stock Option (Right to Buy) $ 4.79 ( 9 ) 09/11/2028 Common Stock 65,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Sarpangal Zeryn C/O ACHAOGEN, INC. 1 TOWER PLACE, SUITE 300 SOUTH SAN FRANCISCO, CA94080 Chief Financial Officer Signatures /s/ Zeryn Sarpangal 10/11/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Includes 17,736 Restricted Stock Units. ( 2 )The option is fully vested and exercisable. ( 3 )The shares subject to the option vest in 48 successive, equal monthly installments on each monthly anniversary of September 25, 2015, subject to the Reporting Person's continued employment or service relationship with the Issuer on each such vesting date. ( 4 )The shares subject to the option vest in 48 successive, equal monthly installments on each monthly anniversary of February 19, 2016, subject to the reporting person's continued employment or service relationship with the Issuer on each such vesting date. ( 5 )The shares subject to the option shall vest on the following schedule: (i) 40% of the shares subject to the option will vest when the 30-day average closing price of the Issuer's Common Stock is at least $12.00 per share; (ii) 40% of the shares subject to the option will vest when the 30-day average closing price of the Issuers's Common Stock is at least $25.00 per share; and (iii) 20% of the shares subject to the option will vest when the 30-day average closing price of the Issuer's Common Stock is at least $55.00 per share, subject to the reporting person's continued employment or service relationship with the Issuer on each such vesting date and as appropriately adjusted for stock splits, stock dividends, recapitalizations and the like. ( 6 )The shares subject to the option vest in 48 successive, equal monthly installments on each monthly anniversary of February 22, 2017, subject to the Reporting Person's continued employment or service relationship with the Issuer on each such vesting date. ( 7 )The shares subject to the option shall vest on the following schedule: (i) 40% of the shares subject to the option will vest when the 30-day average closing price of the Issuer's Common Stock is at least $30.00 per share; (ii) 40% of the shares subject to the option will vest when the 30-day average closing price of the Issuers's Common Stock is at least $40.00 per share; and (iii) 20% of the shares subject to the option will vest when the 30-day average closing price of the Issuer's Common Stock is at least $55.00 per share, subject to the reporting person's continued employment or service relationship with the Issuer on each such vesting date and as appropriately adjusted for stock splits, stock dividends, recapitalizations and the like. ( 8 )The shares subject to the option vest in 48 successive, equal monthly installments on each monthly anniversary of February 8, 2018, subject to the Reporting Person's continued employment or service relationship with the Issuer on each such vesting date. ( 9 )40% of the shares subject to the option vest and become exercisable on the one year anniversary of September 11, 2018, and 60% of the shares subject to the option vest and become exercisable on the two year anniversary of September 11, 2018, 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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