Statement of Changes in Beneficial Ownership (4)
December 16 2015 - 6:33PM
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 APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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
*
Savel Robert Michael II
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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 Technical 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)
12/14/2015
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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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12/14/2015
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M
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3412
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A
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$6.33
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4668
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D
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Common Stock
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12/14/2015
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M
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1588
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A
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$1.76
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6256
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D
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Common Stock
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12/14/2015
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S
(1)
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2322
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D
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$25.135
(2)
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3934
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D
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Common Stock
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12/14/2015
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S
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1289
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D
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$26.1492
(3)
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2645
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D
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Common Stock
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12/14/2015
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S
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1289
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D
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$27.2581
(4)
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1356
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D
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Common Stock
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12/14/2015
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S
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100
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D
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$27.7024
(5)
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1256
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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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12/14/2015
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M
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3412
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4/23/2015
(6)
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6/3/2024
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Common Stock
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3412
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$0.00
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32994
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D
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Employee Stock Option (right to buy)
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$1.76
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12/14/2015
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M
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1588
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1/6/2015
(7)
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1/31/2024
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Common Stock
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1588
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$0.00
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79047
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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 purchased ranging from $24.63 to $25.60 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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The sale price reported in column 4 of Table I represents the weighted average sale price of the shares sold ranging from $25.64 to $26.62 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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(
4)
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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 $26.66 to $27.60 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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(
5)
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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 $27.70 to $27.73 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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(
6)
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Of the total grant of 54,607 shares, 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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(
7)
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Of the total grant of 92,434 shares, one-fourth of the shares subject to the option vested on January 6, 2015 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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Savel Robert Michael II
C/O OTONOMY, INC.
6275 NANCY RIDGE DRIVE, SUITE 100
SAN DIEGO, CA 92121
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Chief Technical Officer
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Signatures
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/s/ Eric J. Loumeau, by power of attorney
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12/16/2015
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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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