Sec Form 4 Filing - GOLDSTEIN DOV A MD @ Loxo Oncology, Inc. - 2015-04-01

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 GOLDSTEIN DOV A MD 2. Issuer Name and Ticker or Trading Symbol Loxo Oncology, Inc. [ LOXO] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) CFO and Treasurer (Last) (First) (Middle) C/O LOXO ONCOLOGY, INC., ONE LANDMARK SQUARE, SUITE 1122 3. Date of Earliest Transaction (MM/DD/YY) 04/01/2015 (Street) STAMFORD, CT06901 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 04/01/2015 M 7,617 A $ 3.648 30,273 D Common Stock 04/01/2015 M 31,595 A $ 7.136 61,868 D Common Stock 04/02/2015 M 846 A $ 3.648 62,714 D Common Stock 04/02/2015 M 3,159 A $ 7.136 65,873 D Common Stock 3,452,493 I Held by Aisling Capital III, LP ( 1 )

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 Employee Stock Option (right to buy) $ 3.648 04/01/2015 M 7,617 ( 2 ) 06/18/2024 Common Stock 7,617 $ 0 22,851 D Employee Stock Option (right to buy) $ 7.136 04/01/2015 M 31,595 ( 3 ) 07/08/2024 Common Stock 31,595 $ 0 44,233 D Employee Stock Option (right to buy) $ 3.648 04/02/2015 M 846 ( 2 ) 06/18/2024 Common Stock 846 $ 0 22,005 D Employee Stock Option (right to buy) $ 7.136 04/02/2015 M 3,159 ( 3 ) 07/08/2024 Common Stock 3,159 $ 0 41,074 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other GOLDSTEIN DOV A MD C/O LOXO ONCOLOGY, INC. ONE LANDMARK SQUARE, SUITE 1122 STAMFORD, CT06901 X CFO and Treasurer Signatures /s/ Dov Goldstein 04/03/2015 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The securities are directly held by Aisling Capital III, LP ("Aisling"), and indirectly held by Aisling Capital Partners III, LP ("Aisling GP"), as general partner of Aisling, and Aisling Capital Partners III LLC ("Aisling Partners"), as general partner of Aisling GP. Dr. Goldstein is an Operating Partner of Aisling GP. Aisling GP has established an investment committee that has voting and dispositive power over the shares held by Aisling, of which Dr. Goldstein is a member. Dr. Goldstein disclaims beneficial ownership of these shares held directly by Aisling and this report is not an admission that he is the beneficial owner of such securities for purposes of Section 16 or any other purposes, except to the extent of his pecuniary interest therein. ( 2 )The stock option vests as to 2.78% of the shares in equal monthly installments beginning on July 19, 2015. ( 3 )The stock option vests and becomes exercisable as to 25% of the shares subject to the option on the one-year anniversary of the vesting commencement date, and thereafter vests as to 1/48th of the shares in equal monthly installments.

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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