Jay Jeffrey R Form 4 CONNECTURE / DAVID KROIN ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Great Point Partners I GP, LLC

(Last) (First) (Middle)

165 MASON ST., 3RD FLOOR

(Street)

GREENWICH CT 06830

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CONNECTURE INC [ CNXR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2015

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

	Form filed by One Reporting Person
X	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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	06/30/2015		G	V	10,000	D	$0.00	29,703	D(1)
Common Stock								4,127,232	I	By GPP-Connecture LLC(2)
Common Stock								36,493	D(3)
Common Stock								47,235	I	See Remarks(4)
Common Stock								28,696	I	See Remarks(5)

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		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: 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

1. Name and Address of Reporting Person^*

Great Point Partners I GP, LLC

(Last) (First) (Middle)

165 MASON ST., 3RD FLOOR

(Street)

GREENWICH CT 06830

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

GREAT POINT PARTNERS I LP

(Last) (First) (Middle)

165 MASON ST., 3RD FLOOR

(Street)

GREENWICH CT 06830

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

GPP - Connecture, LLC

(Last) (First) (Middle)

165 MASON ST., 3RD FLOOR

(Street)

GREENWICH CT 06830

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

GREAT POINT PARTNERS LLC

(Last) (First) (Middle)

165 MASON ST., 3RD FLOOR

(Street)

GREENWICH CT 06830

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

JAY JEFFREY R

(Last) (First) (Middle)

165 MASON ST., 3RD FLOOR

(Street)

GREENWICH CT 06830

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

KROIN DAVID

(Last) (First) (Middle)

165 MASON ST., 3RD FLOOR

(Street)

GREENWICH CT 06830

(City) (State) (Zip)

Explanation of Responses:

1. These shares are held directly by David Kroin.

2. Shares held directly by GPP-Connecture LLC ("GPPC"). Great Point Partners I GP, LLC is the general partner of Great Point Partners I, LP, which is the sole managing member of GPPC. Dr. Jeffrey R. Jay is the senior managing member, and Mr. Kroin is the special managing member, of Great Point Partners LLC, which is the investment manager to Great Point Partners I, L.P. Each of Dr. Jay, Mr. Kroin, Great Point Partners LLC, Great Point Partners I GP, LLC and Great Point Partners I, LP may be deemed to have voting and dispositive power over the shares held by GPPC, and disclaim beneficial ownership of the shares held by GPPC, except to the extent of their pecuniary interest therein.

3. These shares are held directly by Dr. Jay.

4. Includes 11,341 shares held by a trust of which Dr. Jay is a trustee and of which beneficiaries may be considered members of Dr. Jay's immediate family, and 35,894 shares held by a trust of which Dr. Jay is the income beneficiary (but not the trustee). In each case Dr. Jay disclaims beneficial ownership of the shares except to the extent of his pecuniary interest therein.

5. Includes shares owned by Biomedical Offshore Value Fund, Ltd. ("BOVF"). Great Point Partners, LLC is the investment manager of BOVF, and by virtue of such status may be deemed to be the beneficial owner of the such shares. Each of Dr. Jay, as senior managing member of Great Point Partners, LLC, and Mr. Kroin, as special managing member of Great Point Partners, LLC, has voting and investment power with respect to such shares, and therefore may be deemed to be the beneficial owner of such shares. Each of Dr. Jay and Mr. Kroin disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

Remarks:

	/s/ Scott Heinert for Great Point Partners I GP, LLC	07/16/2015
	/s/ Scott Heinert for Great Point Partners I LP	07/16/2015
	/s/ Scott Heinert for GPP - Connecture, LLC	07/16/2015
	/s/ Scott Heinert for Great Point Partners LLC	07/16/2015
	/s/ Scott Heinert for Jay R. Jeffrey	07/16/2015
	/s/ Scott Heinert for David Kroin	07/16/2015
	** Signature of Reporting Person	Date
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