Sec Form 4 Filing - GREENWOOD DAVID @ Corium International, Inc. - 2018-11-27

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 GREENWOOD DAVID 2. Issuer Name and Ticker or Trading Symbol Corium International, Inc. [ CORI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O CORIUM INTERNATIONAL, INC., 235 CONSTITUTION DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 11/27/2018 (Street) MENLO PARK, CA94025 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 11/27/2018 D( 1 ) 3,000 D $ 12.5 ( 1 ) 0 D

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 Director Stock Option (Right to Buy) $ 4.141 11/27/2018 D( 1 ) 24,752 ( 2 ) 01/26/2024 Common Stock 24,752 $ 12.5 ( 2 ) 0 D Director Stock Option (Right to Buy) $ 4.141 11/27/2018 D( 1 ) 32,178 ( 2 ) 01/26/2024 Common Stock 32,178 $ 12.5 ( 2 ) 0 D Director Stock Option (Right to Buy) $ 2.222 11/27/2018 D( 1 ) 27,502 ( 2 ) 02/27/2023 Common Stock 27,502 $ 12.5 ( 2 ) 0 D Director Stock Option (Right to Buy) $ 2.222 11/27/2018 D( 1 ) 34,203 ( 2 ) 02/27/2023 Common Stock 34,203 $ 12.5 ( 2 ) 0 D Director Stock Option (Right to Buy) $ 2.222 11/27/2018 D( 1 ) 75,804 ( 2 ) 02/27/2023 Common Stock 75,804 $ 12.5 ( 2 ) 0 D Director Stock Option (Right to Buy) $ 7.85 11/27/2018 D( 1 ) 50,000 ( 2 ) 07/02/2024 Common Stock 50,000 $ 12.5 ( 2 ) 0 D Director Stock Option (Right to Buy) $ 7.19 11/27/2018 D( 1 ) 12,000 ( 2 ) 12/17/2025 Common Stock 12,000 $ 12.5 ( 2 ) 0 D Director Stock Option (Right to Buy) $ 4.59 11/27/2018 D( 1 ) 15,000 ( 2 ) 12/21/2026 Common Stock 15,000 $ 12.5 ( 2 ) 0 D Director Stock Option (Right to Buy) $ 11.59 11/27/2018 D( 1 ) 15,000 ( 2 ) 11/30/2027 Common Stock 15,000 $ 12.5 ( 2 ) 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other GREENWOOD DAVID C/O CORIUM INTERNATIONAL, INC. 235 CONSTITUTION DRIVE MENLO PARK, CA94025 X Signatures /s/Christina Dickerson, Attorney-in-Fact 11/28/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Pursuant to the Agreement and Plan of Merger, dated as of October 11, 2018 (the "Merger Agreement"), between Corium International, Inc. (the "Company"), Gurnet Holding Company ("Parent") and Gurnet Merger Sub, Inc., a wholly-owned subsidiary of Parent ("Merger Sub"), Merger Sub was merged with and into the Company, with the Company continuing as the surviving corporation and a wholly-owned subsidiary of Parent (the "Merger"). Pursuant to the Merger Agreement, at the effective time of the Merger, each issued and outstanding share of common stock, par value $0.001 per share, of the Company (each, a "Share") was converted into the right to receive (i) $12.50 per Share in cash, plus (ii) one non-transferable contingent value right per Share, which represents the contractual right to receive $0.50 per Share in cash (a "CVR"). ( 2 )Pursuant to the Merger Agreement, at the effective time of the Merger, each option to purchase Shares that was vested and outstanding was cancelled and converted into the right to receive (i) an amount in cash equal to the product of (x) the number of vested Shares issuable under such option multiplied by (y) the excess of (A) $12.50 over (B) the per share exercise price of such option, plus (ii) one CVR for each Share issuable under such option. This option is fully vested.

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