Sec Form 4 Filing - Park West Asset Management LLC @ Kindred Biosciences, Inc. - 2020-05-20

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

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Park West Asset Management LLC 2. Issuer Name and Ticker or Trading Symbol Kindred Biosciences, Inc. [ KIN] 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) 900 LARKSPUR LANDING CIRCLE, SUITE 165 3. Date of Earliest Transaction (MM/DD/YY) 05/20/2020 (Street) LARKSPUR, CA94939 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

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 Equity Swap ( 3 ) 05/20/2020 J/K( 2 )( 3 ) 8,997 10/05/2016 ( 2 ) Common Stock 8,977 ( 3 ) ( 6 ) 401,003 I See Footnotes ( 1 ) ( 7 ) Equity Swap ( 4 ) 05/20/2020 J/K( 2 )( 4 ) 17,589 03/24/2017 ( 2 ) Common Stock 17,589 ( 4 ) ( 6 ) 150,624 I See Footnotes ( 1 ) ( 7 ) Equity Swap ( 5 ) 05/20/2020 J/K( 2 )( 5 ) 3,670 03/27/2017 ( 2 ) Common Stock 3,670 ( 5 ) ( 6 ) 28,117 I See Footnotes ( 1 ) ( 7 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Park West Asset Management LLC 900 LARKSPUR LANDING CIRCLE, SUITE 165 LARKSPUR, CA94939 X Signatures /s/ Grace Jimenez, Chief Financial Officer of Park West Asset Management LLC 05/22/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Park West Asset Management LLC (the "Reporting Person") is the investment manager to Park West Investors Master Fund, Limited, a Cayman Islands exempted company ("PWIMF"), and Park West Partners International, Limited, a Cayman Islands exempted company ("PWPI"). Peter S. Park ("Mr. Park") is the sole member and manager of the Reporting Person. ( 2 )The Reporting Person previously entered into certain equity swaps with a securities broker (the "Counterparty"), as described below, covering certain shares of Common Stock, par value $0.0001 per share (the "Common Stock"), of Kindred Biosciences, Inc. (the "Company"). The equity swaps are scheduled to expire on June 4, 2020 (the "Settlement Date"). However, on May 20, 2020 (the "Cancellation Date"), the Reporting Person agreed with the Counterparty to terminate the equity swaps early with respect to certain shares for the payments described below. ( 3 )Commencing October 5, 2016, the Reporting Person entered into an equity swap with the Counterparty for 410,000 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person is obligated to pay to the Counterparty $5.18 per share (including a $0.03 per share commission (the "Purchase Commission")), and (ii) the Counterparty is obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares. Upon the Cancellation Date, the Reporting Person terminated the equity swap early with respect to 8,997 shares, for an average market value of $4.8888 per share (net of a $0.02 per share commission (the "Sale Commission")). The net payment by the Reporting Person to the Counterparty in connection with such termination was approximately $43,984. The equity swap remains in place upon its original terms with respect to the remaining 401,003 shares of Common Stock. ( 4 )Commencing March 24, 2017, the Reporting Person entered into an equity swap with the Counterparty for 168,213 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person is obligated to pay to the Counterparty $7.1531 per share (including the Purchase Commission), and (ii) the Counterparty is obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares. Upon the Cancellation Date, the Reporting Person terminated the equity swap early with respect to 17,589 shares, for an average market value of $4.8888 per share (net of the Sale Commission). The net payment by the Reporting Person to the Counterparty in connection with such termination was approximately $85,989. The equity swap remains in place upon its original terms with respect to the remaining 150,624 shares of Common Stock. ( 5 )Commencing March 27, 2017, the Reporting Person entered into an equity swap with the Counterparty for 31,787 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person is obligated to pay to the Counterparty $7.1237 per share (including the Sales Commission), and (ii) the Counterparty is obligated to pay to the Reporting Person the aggregate market value as of the Settlement Date for such shares. Upon the Cancellation Date, the Reporting Person terminated the equity swap early with respect to 3,670 shares, for an average market value of $4.8888 per share (net of the Sale Commission). The net payment by the Reporting Person to the Counterparty in connection with such termination was approximately $17,941. The equity swap remains in place upon its original terms with respect to the remaining 28,117 shares of Common Stock. ( 6 )During the term of the equity swaps, any dividends earned on the shares of Common Stock underlying the equity swaps are required to be paid to the Reporting Person, and the Reporting Person must pay to the Counterparty "interest" on the aggregate swap amount at the Federal Funds rate plus 30 basis points. ( 7 )Of the aggregate of 579,744 shares of Common Stock currently underlying the equity swaps, PWIMF held the economic equivalent of 540,229 shares, and PWPI held the economic equivalent of 39,515 shares. The Reporting Person's and Mr. Park's beneficial ownership is limited to their pecuniary interest, if any, in such securities.

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.