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 OF SECURITIES
                                                                                  
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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
                      

1. Name and Address of Reporting Person *

Van Naarden Jacob
2. Issuer Name and Ticker or Trading Symbol

Loxo Oncology, Inc. [ LOXO ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chief Business Officer
(Last)          (First)          (Middle)

C/O LOXO ONCOLOGY, INC., ONE LANDMARK SQUARE, SUITE 1122
3. Date of Earliest Transaction (MM/DD/YYYY)

12/10/2018
(Street)

STAMFORD, CT 06901
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   12/10/2018     M (1)    4500   A $13.67   18200   D    
Common Stock   12/10/2018     S (1)    400   (2) D $130.59   (3) 17800   D    
Common Stock   12/10/2018     S (1)    1000   (2) D $132.23   (4) 16800   D    
Common Stock   12/10/2018     S (1)    900   (2) D $133.17   (5) 15900   D    
Common Stock   12/10/2018     S (1)    1400   (2) D $134.65   (6) 14500   D    
Common Stock   12/10/2018     S (1)    500   (2) D $135.14   (7) 14000   D    
Common Stock   12/10/2018     S (1)    200   (2) D $136.48   (8) 13800   D    
Common Stock   12/10/2018     S (1)    100   D $137.39   13700   D    
Common Stock   12/11/2018     M (1)    4500   A $13.67   18200   D    
Common Stock   12/11/2018     S (1)    400   (2) D $134.74   (9) 17800   D    
Common Stock   12/11/2018     S (1)    800   (2) D $135.92   (10) 17000   D    
Common Stock   12/11/2018     S (1)    1759   (2) D $137.09   (11) 15241   D    
Common Stock   12/11/2018     S (1)    500   (2) D $137.73   (12) 14741   D    
Common Stock   12/11/2018     S (1)    500   (2) D $139.23   (13) 14241   D    
Common Stock   12/11/2018     S (1)    541   (2) D $140.16   (14) 13700   D    
Common Stock   12/11/2018     M    7000   A $3.648   20700   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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)   $13.67   12/10/2018     M   (1)       4500      (15) 12/18/2024   Common Stock   4500   $0   83443   D    
Employee Stock Option (Right to Buy)   $13.67   12/11/2018     M   (1)       4500      (15) 12/18/2024   Common Stock   4500   $0   78943   D    
Employee Stock Option (Right to Buy)   $3.648   12/11/2018     M         7000      (16) 6/18/2024   Common Stock   7000   $0   33326   D    

Explanation of Responses:
(1)  The transactions reported on this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the reporting person.
(2)  Represents the aggregate of sales effected on the same day at different prices.
(3)  The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $130.37 to $130.79 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(4)  The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $131.63 to $132.39 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(5)  The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $132.66 to $133.54 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(6)  The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $134.06 to $134.96 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(7)  The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $135.06 to $135.21 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(8)  The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $136.09 to $136.86 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(9)  The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $134.39 to $135.33 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(10)  The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $135.44 to $136.42 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(11)  The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $136.45 to $137.43 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(12)  The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $137.49 to $137.93 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(13)  The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $138.64 to $139.60 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(14)  The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $139.75 to $140.54 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(15)  The stock option vests and becomes exercisable in 48 equal monthly installments beginning on January 19, 2015, until such time as the option is 100% vested, subject to the continuing employment of the Reporting Person on each vesting date.
(16)  The stock option vested and became exercisable as to 25% of the shares subject to the option on May 12, 2015, and thereafter vests as to 1/48th of the shares in equal monthly installments, until such time as the option is 100% vested, subject to the continuing employment of the Reporting Person on each vesting date.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Van Naarden Jacob
C/O LOXO ONCOLOGY, INC.
ONE LANDMARK SQUARE, SUITE 1122
STAMFORD, CT 06901


Chief Business Officer

Signatures
/s/Jennifer Burstein, by power of attorney 12/12/2018
** Signature of Reporting Person Date


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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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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