Sec Form 4 Filing - Park West Asset Management LLC @ Kindred Biosciences, Inc. - 2020-05-28

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 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) 05/28/2020 (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 ) 05/28/2020 J/K( 2 )( 3 ) 340,000 10/04/2016 ( 2 ) Common Stock 340,000 ( 3 ) ( 7 ) 0 I See Footnotes ( 1 ) Equity Swap ( 4 ) 05/28/2020 J/K( 2 )( 4 ) 289,302 10/05/2016 ( 2 ) Common Stock 289,302 ( 4 ) ( 7 ) 0 I See Footnotes ( 1 ) Equity Swap ( 5 ) 05/28/2020 J/K( 2 )( 5 ) 790,707 10/06/2016 ( 2 ) Common Stock 790,707 ( 5 ) ( 7 ) 0 I See Footnotes ( 1 ) Equity Swap ( 6 ) 05/28/2020 J/K( 2 )( 6 ) 300,000 10/12/2016 ( 2 ) Common Stock 300,000 ( 6 ) ( 7 ) 0 I See Footnotes ( 1 )

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 05/29/2020 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"). On May 28, 2020 (the "Cancellation Date"), the Reporting Person agreed with the Counterparty to terminate the equity swaps early for the payments described below. ( 3 )The Reporting Person had previously entered into an equity swap with the Counterparty for 340,000 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person is obligated to pay to the Counterparty $5.0799 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 all remaining shares, for a market value of $3.95 per share (net of a $0.15 sale commission). The net payment by the Reporting Person to the Counterparty in connection with such termination was approximately $1,343,000. ( 4 )The Reporting Person had previously entered into an equity swap with the Counterparty for 289,302 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 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 all remaining shares, for a market value of $4.4908 per share (net of a $0.02 sale commission). The net payment by the Reporting Person to the Counterparty in connection with such termination was approximately $1,299,197. ( 5 )The Reporting Person had previously entered into an equity swap with the Counterparty for 790,707 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 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 all remaining shares, for a market value of $4.4908 per share (net of a $0.02 sale commission) for 110,698 shares, and for a market value of $3.95 per share (net of a $0.15 sale commission) for 680,009 shares. The net payment by the Reporting Person to the Counterparty in connection with such terminations was approximately $3,183,158. ( 6 )The Reporting Person had previously entered into an equity swap with the Counterparty for 300,000 shares of Common Stock, under which, on the Settlement Date, (i) the Reporting Person is obligated to pay to the Counterparty $5.13 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 all remaining shares, for a market value of $3.95 per share (net of a $0.15 sale commission). The net payment by the Reporting Person to the Counterparty in connection with such termination was approximately $1,185,000. ( 7 )During the term of the equity swaps, all dividends earned on the shares of Common Stock underlying the equity swaps were required to be paid to the Reporting Person, and the Reporting Person paid to the Counterparty "interest" on the aggregate swap amount at the Federal Funds rate plus 30 basis points.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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