Sec Form 4 Filing - KANIA EDWIN M JR @ BG Medicine, Inc. - 2014-12-09

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
KANIA EDWIN M JR
2. Issuer Name and Ticker or Trading Symbol
BG Medicine, Inc. [ BGMD]
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 FLAGSHIP VENTURES, ONE MEMORIAL DRIVE, 7TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
12/09/2014
(Street)
CAMBRIDGE, MA02142
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 12/09/2014 S 6,301 D $ 0.36 23,940 I Held by OneLiberty Advisors Fund IV, L.P. ( 1 )
Common Stock 12/10/2014 S 5,472 D $ 0.32 18,468 I Held by OneLiberty Advisors Fund IV, L.P. ( 1 )
Common Stock 12/11/2014 S 18,468 D $ 0.3 0 I Held by OneLiberty Advisors Fund IV, L.P. ( 1 )
Common Stock 12/09/2014 S 125,789 D $ 0.36 478,360 I Held by OneLiberty Fund IV, L.P. ( 1 )
Common Stock 12/10/2014 S 109,248 D $ 0.32 369,112 I Held by OneLiberty Fund IV, L.P. ( 1 )
Common Stock 12/11/2014 S 369,112 D $ 0.3 0 I Held by OneLiberty Fund IV, L.P. ( 1 )
Common Stock 215,013 I Held by AGTC Advisors Fund, L.P. ( 2 )
Common Stock 2,851,447 I Held by Applied Genomic Technology Capital Fund, L.P. ( 2 )
Common Stock 1,764,286 I Held by Flagship Ventures Fund 2007, L.P. ( 3 )
Common Stock 4,232 I Held by OneLiberty Advisors Fund 2000 L.P. ( 4 )
Common Stock 80,424 I Held by OneLiberty Ventures 2000 L.P. ( 4 )
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
KANIA EDWIN M JR
C/O FLAGSHIP VENTURES
ONE MEMORIAL DRIVE, 7TH FLOOR
CAMBRIDGE, MA02142
X
Signatures
/s/ Edwin M. Kania, Jr. 12/11/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Edwin M. Kania, Jr. is a managing member of OneLiberty Partners IV LLC, which is the general partner of OneLiberty Advisors IV, L.P. ("OLA IV") and OneLiberty Fund IV, L.P. ("OLF IV"), and may be deemed to beneficially own the securities held by OLA IV and OLF IV. Mr. Kania disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
( 2 )NewcoGen Group, Inc. ("NG") is the general partner of AGTC Partners, L.P., which is the general partner of AGTC Advisors Fund, L.P. ("AGTCA") and Applied Genomic Technology Capital Fund L.P. ("AGTCF", and together with AGTCA, the "AGTC Funds"). NG is a wholly-owned subsidiary of Flagship Ventures Management, Inc. ("Flagship"). Edwin M. Kania, Jr. is a director of Flagship and may be deemed to beneficially own the securities held by the AGTC Funds. Mr. Kania disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
( 3 )Edwin M. Kania, Jr. is a manager of Flagship Ventures 2007 General Partner, LLC, which is the general partner of Flagship Ventures Fund 2007, L.P., and may be deemed to beneficially own the securities held by Flagship Ventures Fund 2007, L.P. Mr. Kania disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
( 4 )Edwin M. Kania, Jr. is a managing member of OneLiberty Partners 2000, LLC, which is the general partner of OneLiberty Advisors Fund 2000 L.P. ("OLA") and OneLiberty Ventures 2000 L.P. ("OLV"), and may be deemed to beneficially own the securities held by OLA and OLV. Mr. Kania disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.

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