Statement of Changes in Beneficial Ownership (4)
November 22 2016 - 5:58PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
LeBel Carl
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2. Issuer Name
and
Ticker or Trading Symbol
Otonomy, Inc.
[
OTIC
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chief Scientific Officer
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(Last)
(First)
(Middle)
C/O OTONOMY, INC., 6275 NANCY RIDGE DRIVE, SUITE 100
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3. Date of Earliest Transaction
(MM/DD/YYYY)
11/18/2016
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(Street)
SAN DIEGO, CA 92121
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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11/18/2016
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M
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3543
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A
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$6.33
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13001
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D
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Common Stock
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11/18/2016
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M
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5626
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A
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$3.17
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18627
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D
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Common Stock
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11/18/2016
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S
(1)
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9169
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D
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$18.0721
(2)
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9458
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D
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Common Stock
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11/21/2016
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M
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1456
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A
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$3.17
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10914
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D
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Common Stock
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11/21/2016
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S
(1)
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1456
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D
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$18.065
(2)
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9458
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Employee Stock Option (right to buy)
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$6.33
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11/18/2016
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M
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3543
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(3)
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6/30/2024
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Common Stock
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3543
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$0.00
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31891
(4)
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D
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Employee Stock Option (right to buy)
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$3.17
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11/18/2016
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M
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5626
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(5)
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11/19/2020
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Common Stock
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5626
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$0.00
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14259
(4)
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D
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Employee Stock Option (right to buy)
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$3.17
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11/21/2016
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M
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1456
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(5)
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11/19/2020
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Common Stock
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1456
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$0.00
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12803
(4)
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D
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Explanation of Responses:
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(
1)
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The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.
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(
2)
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The sale price reported in column 4 of Table I represents the weighted average sale price of the shares sold ranging from $17.95 to $18.20 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
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(
3)
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One-fourth of the shares subject to the option vested on April 23, 2015 and one forty-eighth of the shares vest monthly thereafter.
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(
4)
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In addition to the remaining options to purchase 44,694 shares of common stock as set forth in Table II, the Reporting Person also holds options to purchase up to an aggregate of 239,392 shares of common stock, which options vest according to their terms.
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(
5)
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One-fourth of the shares subject to the option vested on November 19, 2011 and one forty-eighth of the shares vest monthly thereafter.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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LeBel Carl
C/O OTONOMY, INC.
6275 NANCY RIDGE DRIVE, SUITE 100
SAN DIEGO, CA 92121
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Chief Scientific Officer
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Signatures
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/s/ Eric J. Loumeau, by power of attorney
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11/22/2016
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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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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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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 control number.
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