Sec Form 4 Filing - Kordel Johan @ Celladon Corp - 2014-02-04

Insider filing report for Changes in Beneficial Ownership
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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
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1. Name and Address of Reporting Person
Kordel Johan
2. Issuer Name and Ticker or Trading Symbol
Celladon Corp [ CLDN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
12760 HIGH BLUFF DRIVE, STE 240
3. Date of Earliest Transaction (MM/DD/YY)
02/04/2014
(Street)
SAN DIEGO, CA92130
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 02/04/2014 C 1,544,397 A 1,544,397 I Lundbeckfond Invest A/S ( 2 )
Common Stock 02/04/2014 C 18,605 ( 3 ) A $ 8 1,563,002 I Lundbeckfond Invest A/S ( 2 )
Common Stock 02/04/2014 P 182,681 ( 4 ) A $ 8 1,745,683 I Lundbeckfond Invest A/S ( 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 A-1 Convertible Preferred Stock ( 1 ) 02/04/2014 C 19,289,531 ( 1 ) ( 1 ) ( 1 ) Common Stock 1,544,397 $ 0 0 I Lundbeckfond Invest A/S ( 2 )
Convertible Promissory Notes $ 8 ( 3 ) 02/04/2014 C 18,605 ( 3 ) ( 3 ) Common Stock 18,605 $ 8 0 I Lundbeckfond Invest A/S ( 2 )
Series A-1 Preferred Warrants $ 0.449 02/04/2014 C( 5 ) 358,049 10/15/2013 10/15/2018 Series A-1 Preferred Stock 358,049 $ 0 0 I Lundbeckfond Invest A/S ( 2 )
Common Warrants $ 5.61 02/04/2014 C( 5 ) 28,666 10/15/2013 10/15/2018 Common Stock 28,666 $ 0 28,666 I Lundbeckfond Invest A/S ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Kordel Johan
12760 HIGH BLUFF DRIVE, STE 240
SAN DIEGO, CA92130
X
Signatures
/s/ Rebecque Laba, Attorney-in-Fact 02/06/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Every 12.49 shares of Series A-1 Preferred Stock automatically converted into 1 share of Common Stock without payment of further consideration upon the closing of the Issuer's initial public offering. The shares have no expiration date.
( 2 )Shares held by Lundbeckfond Invest A/S. The Reporting Person shares voting and investment power with respect to the shares held by Lundbeckfond Invest A/S and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
( 3 )Automatic conversion, in connection with the Issuer's initial public offering, of convertible promissory notes, including principal and accrued interest.
( 4 )The shares were purchased at the Issuer's initial public offering.
( 5 )Represents the automatic conversion of Series A-1 Preferred Warrants into Common Stock Warrants on a 1-for-12.49 basis upon the closing of the Issuer's initial public offering.

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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