Sec Form 4 Filing - Highland Management Partners VII, LLC @ HYPERION THERAPEUTICS INC - 2013-09-13

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
Highland Management Partners VII, LLC
2. Issuer Name and Ticker or Trading Symbol
HYPERION THERAPEUTICS INC [ HPTX]
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 HIGHLAND CAPITAL PARTNERS,, ONE BROADWAY, 16TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
09/13/2013
(Street)
CAMBRIDGE, MA02142
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 09/13/2013 S 1,291 D $ 26.5 1,249,626 I See Footnotes ( 1 ) ( 5 )
Common Stock 09/13/2013 S 313 D $ 26.5 302,805 I See Footnotes ( 2 ) ( 5 )
Common Stock 09/13/2013 S 456 D $ 26.5 440,979 I See Footnotes ( 3 ) ( 5 )
Common Stock 09/13/2013 S 40 D $ 26.5 39,145 I See Footnotes ( 4 ) ( 5 )
Common Stock 09/16/2013 S 3,812 D $ 26.22 1,245,814 I See Footnotes ( 1 ) ( 6 )
Common Stock 09/16/2013 S 924 D $ 26.22 301,881 I See Footnotes ( 2 ) ( 6 )
Common Stock 09/16/2013 S 1,345 D $ 26.22 439,634 I See Footnotes ( 3 ) ( 6 )
Common Stock 09/16/2013 S 119 D $ 26.22 39,026 I See Footnotes ( 4 ) ( 6 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Highland Management Partners VII, LLC
C/O HIGHLAND CAPITAL PARTNERS,
ONE BROADWAY, 16TH FLOOR
CAMBRIDGE, MA02142
X
HIGHLAND CAPITAL PARTNERS VII-B L P
C/O HIGHLAND CAPITAL PARTNERS,
ONE BROADWAY, 16TH FLOOR
CAMBRIDGE, MA02142
X
Highland Capital Partners VII-C LP
C/O HIGHLAND CAPITAL PARTNERS,
ONE BROADWAY, 16TH FLOOR
CAMBRIDGE, MA02142
X
Highland Entrepreneurs Fund VII Limited Partnership
C/O HIGHLAND CAPITAL PARTNERS,
ONE BROADWAY, 16TH FLOOR
CAMBRIDGE, MA02142
X
Highland Management Partners VII Limited Partnership
C/O HIGHLAND CAPITAL PARTNERS,
ONE BROADWAY, 16TH FLOOR
CAMBRIDGE, MA02142
X
Highland Capital Partners VII LP
C/O HIGHLAND CAPITAL PARTNERS,
ONE BROADWAY, 16TH FLOOR
CAMBRIDGE, MA02142
X
Signatures
/s/ Corey Mulloy, Authorized Manager of Highland Management Partners VII, LLC 09/17/2013
Signature of Reporting Person Date
/s/ Corey Mulloy, Authorized Manager of Highland Management Partners VII, LLC, the general partner of Highland Management Partners VII Limited Partnership 09/17/2013
Signature of Reporting Person Date
/s/ Corey Mulloy, Authorized Manager of Highland Management Partners VII, LLC, the general partner of Highland Management Partners VII Limited Partnership, the general partner of Highland Capital Partners VII Limited Partnership 09/17/2013
Signature of Reporting Person Date
/s/ Corey Mulloy, Authorized Manager of Highland Management Partners VII, LLC, the general partner of Highland Management Partners VII Limited Partnership, the general partner of Highland Capital Partners VII-B Limited Partnership 09/17/2013
Signature of Reporting Person Date
/s/ Corey Mulloy, Authorized Manager of Highland Management Partners VII, LLC, the general partner of Highland Management Partners VII Limited Partnership, the general partner of Highland Capital Partners VII-C Limited Partnership 09/17/2013
Signature of Reporting Person Date
/s/ Corey Mulloy, Authorized Manager of Highland Management Partners VII, LLC, the general partner of Highland Management Partners VII Limited Partnership, the general partner of Highland Entrepreneurs' Fund VII Limited Partnership 09/17/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The securities are held by Highland Capital Partners VII Limited Partnership ("HCP VII"). Highland Management Partners VII, LLC ("HMP VII LLC") is the general partner of Highland Management Partnership VII Limited Partnership ("HMP VII LP"), which is the general partner of HCP VII. Each of HMP VII LP and HMP VII LLC disclaims beneficial ownership of all shares held by HCP VII except to the extent, if any, of such entity's pecuniary interest therein.
( 2 )The securities are held by Highland Capital Partners VII-B Limited Partnership ("HCP VII-B"). HMP VII LP is the general partner of HCP VII-B. Each of HMP VII LP and HMP VII LLC disclaims beneficial ownership of all shares held by HCP VII-B except to the extent, if any, of such entity's pecuniary interest therein.
( 3 )The securities are held by Highland Capital Partners VII-C Limited Partnership ("HCP VII-C"). HMP VII LP is the general partner of HCP VII-C. Each of HMP VII LP and HMP VII LLC disclaims beneficial ownership of all shares held by HCP VII-C except to the extent, if any, of such entity's pecuniary interest therein.
( 4 )The securities are held by Highland Entrepreneurs' Fund VII Limited Partnership ("HEF VII"). HMP VII LP is the general partner of HEF VII. Each of HMP VII LP and HMP VII LLC disclaims beneficial ownership of all shares held by HEF VII except to the extent, if any, of such entity's pecuniary interest therein.
( 5 )This price represents the weighted average of sales ranging from $26.25 to $26.61. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares s old at each separate price.
( 6 )This price represents the weighted average of sales ranging from $26.10 to $26.31. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.

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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