Sec Form 4 Filing - INTERWEST PARTNERS X LP @ OBALON THERAPEUTICS INC - 2016-10-12

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
INTERWEST PARTNERS X LP
2. Issuer Name and Ticker or Trading Symbol
OBALON THERAPEUTICS INC [ OBLN]
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)
2710 SAND HILL ROAD, SUITE 200
3. Date of Earliest Transaction (MM/DD/YY)
10/12/2016
(Street)
MENLO PARK, CA94025
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 10/12/2016 C 1,615,041 A 1,615,041 D ( 2 )
Common Stock 10/12/2016 C 464,494 A 2,079,535 D ( 2 )
Common Stock 10/12/2016 C 373,803 A 2,453,338 D ( 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 C Preferred Stock ( 1 ) 10/12/2016 C 1,615,041 ( 1 ) ( 1 ) Common Stock 1,615,041 ( 1 ) 0 D ( 2 )
Series D Preferred Stock ( 3 ) 10/12/2016 C 464,494 ( 3 ) ( 3 ) Common Stock 464,494 ( 3 ) 0 D ( 2 )
Series E Preferred Stock ( 4 ) 10/12/2016 C 373,803 ( 4 ) ( 4 ) Common Stock 373,803 ( 4 ) 0 D ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
INTERWEST PARTNERS X LP
2710 SAND HILL ROAD, SUITE 200
MENLO PARK, CA94025
X
InterWest Management Partners X, LLC
2710 SAND HILL ROAD, SUITE 200
MENLO PARK, CA94025
X
GIANOS PHILIP T
2710 SAND HILL ROAD, SUITE 200
MENLO PARK, CA94025
X
Holmes W Stephen
2710 SAND HILL ROAD, SUITE 200
MENLO PARK, CA94025
X
Kliman Gilbert H
2710 SAND HILL ROAD, SUITE 200
MENLO PARK, CA94025
X
ORONSKY ARNOLD L
2710 SAND HILL ROAD, SUITE 200
MENLO PARK, CA94025
X
Desai Keval
2710 SAND HILL ROAD, SUITE 200
MENLO PARK, CA94025
X
NASR KHALED
2710 SAND HILL ROAD, SUITE 200
MENLO PARK, CA94025
X
Signatures
/s/ Karen A. Wilson, Attorney-in-Fact for InterWest Partners X, LP 10/12/2016
Signature of Reporting Person Date
/s/ Karen A. Wilson, Attorney-in-Fact for InterWest Management Partners X, LLC 10/12/2016
Signature of Reporting Person Date
/s/ Karen A. Wilson, Attorney-in-Fact for Philip T. Gianos 10/12/2016
Signature of Reporting Person Date
/s/ Karen A. Wilson, Attorney-in-Fact for W. Stephen Holmes 10/12/2016
Signature of Reporting Person Date
/s/ Karen A. Wilson, Attorney-in-Fact for Gilbert Kliman 10/12/2016
Signature of Reporting Person Date
/s/ Karen A. Wilson, Attorney-in-Fact for Arnold L. Oronsky 10/12/2016
Signature of Reporting Person Date
/s/ Karen A. Wilson, Attorney-in-Fact for Keval Desai 10/12/2016
Signature of Reporting Person Date
/s/ Karen A. Wilson, Attorney-in-Fact for Khaled A. Nasr 10/12/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each share of the issuer's Series C Preferred Stock automatically converted into 1 share of the issuer's Common Stock on October 12, 2016 in connection with the closing of the issuer's sale of its Common Stock in its firm commitment initial public offering (the "IPO") pursuant to a registration statement on Form S-1 (File No. 333-213551) under the Securities Act of 1933, as amended (the "Registration Statement"), and had no expiration date.
( 2 )These securities are held of record by InterWest Partners X, L.P. ("IW10"). InterWest Management Partners X, LLC ("IMP10") is the general partner of IW10. Philip T. Gianos, W. Stephen Holmes, Gilbert H. Kliman and Arnold L. Oronsky are the managing directors of IMP10, and Keval Desai and Khalad A. Nasr are venture members of IMP10. Each of the reporting persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. The reporting persons have designated a representative, currently Doug Fisher, a consultant of InterWest Venture Management Co., to serve on the issuer's board of directors. This report shall not be deemed an admission that any of the reporting persons is a beneficial owner of such securities for the purposes of Section 16 of the Exchange Act, or for any other purposes.
( 3 )Each share of the issuer's Series D Preferred Stock automatically converted into 1 share of the issuer's Common Stock on October 12, 2016 in connection with the closing of the issuer's sale of its Common Stock in its IPO pursuant to the Registration Statement, and had no expiration date.
( 4 )Each share of the issuer's Series E Preferred Stock automatically con verted into 1 share of the issuer's Common Stock on October 12, 2016 in connection with the closing of the issuer's sale of its Common Stock in its IPO pursuant to the Registration Statement, and had no expiration date.

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