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Filing Details

Accession Number:: 0001209191-13-005513
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-01-31 21:11:07
Reporting Period:: 2013-01-30

Filing Date:: 2013-01-31
Accepted Time:: 2013-01-31 21:11:07
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1168197	Liposcience Inc	LPDX	Services-Medical Laboratories (8071)	561879288

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1131056	Three Arch Capital Lp	C/O Three Arch Partners 3200 Alpine Road Portola Valley CA 94028	No	No	Yes	No
1135648	Tac Associates Lp	C/O Three Arch Partners 3200 Alpine Road Portola Valley CA 94028	No	No	Yes	No
1190471	Tac Management Llc	C/O Three Arch Partners 3200 Alpine Road Portola Valley CA 94028	No	No	Yes	No
1190472	A Mark Wan	C/O Three Arch Partners 3200 Alpine Road Portola Valley CA 27616	No	No	Yes	No
1190474	E Wilfred Jaeger	C/O Three Arch Partners 3200 Alpine Road Portola Valley CA 27616	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2013-01-30	1,536,688	$0.00	1,566,052	No	4	C	Indirect	By fund
Common Stock	Acquisiton	2013-01-30	72,646	$0.00	74,034	No	4	C	Indirect	By fund
Common Stock	Acquisiton	2013-01-30	205,295	$9.00	1,771,347	No	4	P	Indirect	By fund
Common Stock	Acquisiton	2013-01-30	9,705	$9.00	83,739	No	4	P	Indirect	By fund

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	By fund
No	4	C	Indirect	By fund
No	4	P	Indirect	By fund
No	4	P	Indirect	By fund

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Series D-1 Convertible Preferred Stock	Disposition	2013-01-30	1,463,385	$0.00	851,690	$0.00
Common Stock	Series D-1 Convertible Preferred Stock	Disposition	2013-01-30	69,183	$0.00	40,264	$0.00
Common Stock	Series E Convertible Preferred Stock	Disposition	2013-01-30	878,030	$0.00	425,844	$0.00
Common Stock	Series E Convertible Preferred Stock	Disposition	2013-01-30	41,509	$0.00	20,131	$0.00
Common Stock	Series F Convertible Preferred Stock	Disposition	2013-01-30	534,339	$0.00	259,154	$0.00
Common Stock	Series F Convertible Preferred Stock	Disposition	2013-01-30	25,261	$0.00	12,251	$0.00

Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect

Footnotes

The total represents shares received upon conversion of shares of Series D-1, Series E and Series F convertible preferred stock.
Effective immediately prior to the closing of the issuer's initial public offering of its common stock, each share of Series D-1 convertible preferred stock automatically converted into 0.582 shares of common stock and each share of Series E and Series F convertible preferred stock automatically converted into 0.485 shares of common stock. The convertible preferred stock had no expiration date.
Shares are held directly by Three Arch Capital, L.P. ("TAC"). Mark Wan ("Wan") and Wilfred Jaeger ("Jaeger") are managing members of, and have certain voting rights in, TAC Management, L.L.C. ("TACM"), which is the General Partner of TAC. TACM may be deemed to have sole voting and dispositive power over the shares which are owned directly by TAC, but disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein. Each of Wan and Jaeger may be deemed to have shared voting and dispositive power over the shares which are owned directly by TAC, but each disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
Shares are held directly by TAC Associates, L.P. ("TACA"). Wan and Jaeger managing members of, and have certain voting rights in, TACM, which is the General Partner of TACA. TACM may be deemed to have sole voting and dispositive power over the shares which are owned directly by TACA, but disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein. Each of Wan and Jaeger may be deemed to have shared voting and dispositive power over the shares which are owned directly by TACA, but each disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
These shares were purchased by TAC in issuer's initial public offering.
These shares were purchased by TACA in issuer's initial public offering.
The Series D-1 Convertible Preferred Stock converted into common stock on a 0.582-for-1 basis and had no expiration date.
Shares were held by TAC.
Shares were held by TACA.
The Series E and Series F Convertible Preferred Stock converted into common stock on a 0.485-for-1 basis and had no expiration date.