Sec Form 4 Filing - Stahl Maria D @ TETRAPHASE PHARMACEUTICALS INC - 2019-08-01

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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
Stahl Maria D
2. Issuer Name and Ticker or Trading Symbol
TETRAPHASE PHARMACEUTICALS INC [ TTPH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CBO and General Counsel
(Last) (First) (Middle)
C/OTETRAPHASE PHARMACEUTICALS, INC., 480 ARSENAL STREET, SUITE 110
3. Date of Earliest Transaction (MM/DD/YY)
08/01/2019
(Street)
WATERTOWN, MA02472
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 04/02/2019 A V 13,913 A 37,611 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
Restricted Stock Units ( 2 ) 08/01/2019 A 18,000 ( 3 ) ( 3 ) Common Stock 18,000 $ 0 18,000 D
Restricted Stock Units ( 2 ) 08/01/2019 A 57,000 ( 4 ) ( 4 ) Common Stock 57,000 $ 0 57,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Stahl Maria D
C/OTETRAPHASE PHARMACEUTICALS, INC.
480 ARSENAL STREET, SUITE 110
WATERTOWN, MA02472
CBO and General Counsel
Signatures
/s/Maria Stahl 08/02/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On April 2, 2018, the Reporting person was granted 40,000 restricted stock units ("RSUs")( the "2018 RSU grant") that were previously reported on Table II Of Form 4, which form was filed with the Securities and Exchange Commission on April 4, 2018. Of the 2018 RSU grant, 20,000 shares vested on April 2, 2019 of which 6,087 shares were withheld by the Issuer to satisfy the reporting person's tax withholding obligations in connection with the delivery of the conversion of the RSUs into common stock on the vesting date. The total number of shares beneficially owned by the reporting person includes the 13,913 RSUs converted into shares of common stock of the Issuer on the April 2019 vesting date.
( 2 )Each restricted stock unit represents a contingent right to receive one share of common stock of Tetraphase Pharmaceuticals, Inc. for no consideration.
( 3 )The restricted stock units shall be eligible to be earned upon achievement of certain performance conditions and, if such conditions are met, shall vest no earlier than August 1, 2020 and no later than August 1, 2021.
( 4 )The restricted stock units vest in three equal installments on each of August 1, 2020, August 1, 2021 and August 1, 2022.

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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