Sec Form 4 Filing - Radius Venture Partners III, LLC @ Tabula Rasa HealthCare, Inc. - 2016-10-04

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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
Radius Venture Partners III, LLC
2. Issuer Name and Ticker or Trading Symbol
Tabula Rasa HealthCare, Inc. [ TRHC]
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)
250 PARK AVENUE, SUITE 1102
3. Date of Earliest Transaction (MM/DD/YY)
10/04/2016
(Street)
NEW YORK, NY10177
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 10/04/2016 C 154,792 A 191,603 I By Radius Venture Partners III (Ohio), L.P. ( 1 )
Common Stock 10/04/2016 C 1,232,499 A 1,525,599 I By Radius Venture Partners III QP, L.P. ( 2 )
Common Stock 10/04/2016 C 113,027 A 139,906 I By Radius Venture Partners III, L.P. ( 3 )
Common Stock 10/04/2016 J( 6 ) 2,102 D $ 0 189,501 I By Radius Venture Partners III (Ohio), L.P. ( 1 )
Common Stock 10/04/2016 J( 6 ) 16,735 D $ 0 1,508,864 I By Radius Venture Partners III QP, L.P. ( 2 )
Common Stock 10/04/2016 J( 6 ) 1,535 D $ 0 138,371 I By Radius Venture Partners III, L.P. ( 3 )
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 A-1 Preferred Stock ( 4 ) 10/04/2016 C 29,346 ( 4 ) ( 5 ) Common Stock 15,127 ( 4 ) 0 I By Radius Venture Partners III (Ohio), L.P.
Series A-1 Preferred Stock ( 4 ) 10/04/2016 C 233,659 ( 4 ) ( 5 ) Common Stock 120,443 ( 4 ) 0 I By Radius Venture Partners III QP, L.P.
Series A-1 Preferred Stock ( 4 ) 10/04/2016 C 21,428 ( 4 ) ( 5 ) Common Stock 11,045 ( 4 ) 0 I By Radius Venture Partners III, L.P.
Series B Preferred Stock ( 4 ) 10/04/2016 C 270,952 ( 4 ) ( 5 ) Common Stock 139,665 ( 4 ) 0 I By Radius Venture Partners III (Ohio), L.P.
Series B Preferred Stock ( 4 ) 10/04/2016 C 2,157,390 ( 4 ) ( 5 ) Common Stock 1,112,056 ( 4 ) 0 I By Radius Venture Partners III QP, L.P.
Series B Preferred Stock ( 4 ) 10/04/2016 C 197,846 ( 4 ) ( 5 ) Common Stock 101,982 ( 4 ) 0 I By Radius Venture Partners III, L.P.
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Radius Venture Partners III, LLC
250 PARK AVENUE, SUITE 1102
NEW YORK, NY10177
X
RADIUS VENTURE PARTNERS III L P
250 PARK AVENUE, SUITE 1102
NEW YORK, NY10177
X
Radius Venture Partners III QP, L.P.
250 PARK AVENUE, SUITE 1102
NEW YORK, NY10177
X
Radius Venture Partners III (OHIO), LP
250 PARK AVENUE, SUITE 1102
NEW YORK, NY10177
X
Davis Jordan
250 PARK AVENUE, SUITE 1102
NEW YORK, NY10177
X
Signatures
RADIUS VENTURE PARTNERS III, LLC By: /s/ Daniel C. Lubin Managing Member 10/04/2016
Signature of Reporting Person Date
RADIUS VENTURE PARTNERS III, L.P. By: Radius Venture Partners III, LLC, its General Partner By: /s/ Daniel C. Lubin Managing Member 10/04/2016
Signature of Reporting Person Date
RADIUS VENTURE PARTNERS III QP, L.P. By: Radius Venture Partners III, LLC, its General Partner By: /s/ Daniel C. Lubin Managing Member 10/04/2016
Signature of Reporting Person Date
RADIUS VENTURE PARTNERS (OHIO) III QP, L.P. By: Radius Venture Partners (Ohio) III, LLC, its General Partner By: Radius Venture Partners III, LLC, its sole member By: /s/ Daniel C. Lubin Managing Member 10/04/2016
Signature of Reporting Person Date
/s/ Jordan S. Davis 10/04/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These securities are held directly by Radius Venture Partners III (Ohio), L.P. and indirectly by Radius Venture Partners III, LLC, the general partner of Radius Venture Partners III (Ohio), L.P., Jordan S. Davis, managing member of Radius Venture Partners III, LLC, and Daniel C. Lubin, managing member of Radius Venture Partners III, LLC. Mr. Lubin and Mr. Davis share voting and dispositive power with respect to the shares held by Radius Venture Partners III (Ohio), L.P. Mr. Lubin is a director of the Issuer and files separate Section 16 reports. Each of Radius Venture Partners III, LLC, Mr. Davis, and Mr. Lubin may be deemed to beneficially own such securities, and disclaims such beneficial ownership except to the extent of its or his pecuniary interest therein.
( 2 )These securities are held directly by Radius Venture Partners III QP, L.P and indirectly by Radius Venture Partners III, LLC, the general partner of Radius Venture Partners III QP, L.P., Jordan S. Davis, managing member of Radius Venture Partners III, LLC, and Daniel C. Lubin, managing member of Radius Venture Partners III, LLC. Mr. Lubin and Mr. Davis share voting and dispositive power with respect to the shares held by Radius Venture Partners III QP, L.P. Mr. Lubin is a director of the Issuer and files separate Section 16 reports. Each of Radius Venture Partners III, LLC, Mr. Davis, and Mr. Lubin may be deemed to beneficially own such securities, and disclaims such beneficial ownership except to the extent of its or his pecuniary interest therein.
( 3 )These securities are held directly by Radius Venture Partners III, L.P., and indirectly by Radius Venture Partners III, LLC, the general partner of Radius Venture Partners III, L.P., Jordan S. Davis, managing member of Radius Venture Partners III, LLC, and Daniel C. Lubin, managing member of Radius Venture Partners III, LLC. Mr. Lubin and Mr. Davis share voting and dispositive power with respect to the shares held by Radius Venture Partners III, L.P. Mr. Lubin is a director of the Issuer and files separate Section 16 reports. Each of Radius Venture Partners III, LLC, Mr. Davis, and Mr. Lubin may be deemed to beneficially own such securities, and disclaims such beneficial ownership except to the extent of its or his pecuniary interest therein.
( 4 )Each share of Series A-1 Preferred Stock and Series B Preferred Stock was converted automatically into shares of the Issuer's Common Stock immediately prior to the closing of Issuer's initial public offering.
( 5 )The securities did not have an expiration date.
( 6 )20,372 shares of common stock were surrendered to the Issuer at the completion of Issuer's initial public offering pursuant to the letter agreement, dated as of June 30, 2014, as amended, with the Issuer.

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