Khaled Nasr Form 4 GLAUKOS / Douglas A Pepper 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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X

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^*

InterWest Management Partners IX, LLC

(Last) (First) (Middle)

C/O INTERWEST PARTNERS

2710 SAND HILL ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GLAUKOS Corp [ GKOS ]

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		C		2,603,362	A	(1)	2,603,362	I	Through InterWest Partners IX, L.P.(2)

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
Series C Convertible Preferred Stock	(1)	06/30/2015		C			1,523,809	(1)	(1)	Common Stock	1,523,809	$0(1)	0	I	Through InterWest Partners IX, L.P.(2)
Series D Convertible Preferred Stock	(1)	06/30/2015		C			674,510	(1)	(1)	Common Stock	674,510	$0(1)	0	I	Through InterWest Partners IX, L.P.(2)
Series E Convertible Preferred Stock	(1)	06/30/2015		C			151,653	(1)	(1)	Common Stock	151,653	$0(1)	0	I	Through InterWest Partners IX, L.P.(2)
Series F Convertible Preferred Stock	(1)	06/30/2015		C			253,390	(1)	(1)	Common Stock	253,390	$0(1)	0	I	Through InterWest Partners IX, L.P.(2)

1. Name and Address of Reporting Person^*

InterWest Management Partners IX, LLC

(Last) (First) (Middle)

C/O INTERWEST PARTNERS

2710 SAND HILL ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

InterWest Partners IX, LP

(Last) (First) (Middle)

C/O INTERWEST PARTNERS

2710 SAND HILL ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

GIANOS PHILIP T

(Last) (First) (Middle)

C/O INTERWEST PARTNERS

2710 SAND HILL ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Holmes W Stephen

(Last) (First) (Middle)

C/O INTERWEST PARTNERS

2710 SAND HILL ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

ORONSKY ARNOLD L

(Last) (First) (Middle)

C/O INTERWEST PARTNERS

2710 SAND HILL ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

CLEVELAND BRUCE A

(Last) (First) (Middle)

C/O INTERWEST PARTNERS

2710 SAND HILL ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Kjellson Nina S

(Last) (First) (Middle)

C/O INTERWEST PARTNERS

2710 SAND HILL ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

NASR KHALED

(Last) (First) (Middle)

C/O INTERWEST PARTNERS

2710 SAND HILL ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Pepper Douglas A

(Last) (First) (Middle)

C/O INTERWEST PARTNERS

2710 SAND HILL ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

Explanation of Responses:

1. The shares of Series C Convertible Preferred Stock, Series D Convertible Preferred Stock, Series E Convertible Preferred Stock and Series F Convertible Preferred Stock automatically converted into shares of common stock on a 1:1 basis immediately prior to the consummation of the Issuer's initial public offering and had no expiration date.

2. Shares held by InterWest Partners IX, L.P., a California limited partnership ("IWP-9"). InterWest Management Partners IX, LLC, a California limited liability company ("IMP-9") serves as the sole general partner of IWP-9 and owns no shares directly. Philip T. Gianos, W. Stephen Holmes, Gilbert H. Kliman, M.D. and Arnold L. Oronsky are the managing directors of IMP-9. Bruce A. Cleveland, Nina Kjellson, Khaled A. Nasr and Douglas A. Pepper are the venture members of IMP-9. These individuals share voting and dispositive power over the shares held by IWP-9; however, they disclaim beneficial ownership of the shares held by such entities except to the extent of their pecuniary interests therein. Gilbert H. Kliman, M.D. is a director of the Issuer and, accordingly, files separate Section 16 reports.

	/s/ Katie A. Passalacqua, Attorney-in-Fact for InterWest Management Partners IX, LLC	06/30/2015
	/s/ Katie A. Passalacqua, Attorney-in-Fact for InterWest Partners IX, L.P.	06/30/2015
	/s/ Katie A. Passalacqua, Attorney-in-Fact for Philip T. Gianos	06/30/2015
	/s/ Katie A. Passalacqua, Attorney-in-Fact for W. Stephen Holmes	06/30/2015
	/s/ Katie A. Passalacqua, Attorney-in-Fact for Arnold L. Oronsky	06/30/2015
	/s/ Katie A. Passalacqua, Attorney-in-Fact for Bruce A. Cleveland	06/30/2015
	/s/ Katie A. Passalacqua, Attorney-in-Fact for Nina Kjellson	06/30/2015
	/s/ Katie A. Passalacqua, Attorney-in-Fact for Khaled A. Nasr	06/30/2015
	/s/ Katie A. Passalacqua, Attorney-in-Fact for Douglas A. Pepper	06/30/2015
	** Signature of Reporting Person	Date
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