Evoke Pharma (EVOK) Form 4 Evoke Pharma / PATRICK F LATTERELL 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

OMB APPROVAL

OMB Number:	3235-0287
Estimated average burden
hours per response:	0.5

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^*

LVP GP III, LLC

(Last) (First) (Middle)

2603 CAMINO RAMON

SUITE 200

(Street)

SAN RAMON CA 94583-4289

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Evoke Pharma Inc [ EVOK ]

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)
08/20/2018

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	08/20/2018		P		465,116	A	$2.35	1,937,983	I	Directly owned by LVP III(1)
Common Stock	08/20/2018		P		23,256	A	$2.35	96,897	I	Directly owned by Associates(1)
Common Stock	08/20/2018		P		11,628	A	$2.35	48,449	I	Directly owned by Partners(1)
Common Stock								5,250	I	Directly owned by LVPMC(1)

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^*

LVP GP III, LLC

(Last) (First) (Middle)

2603 CAMINO RAMON

SUITE 200

(Street)

SAN RAMON CA 94583-4289

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

LATTERELL PATRICK F

(Last) (First) (Middle)

2603 CAMINO RAMON

SUITE 200

(Street)

SAN RAMON CA 94583-4289

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

LVP III Associates, L.P.

(Last) (First) (Middle)

2603 CAMINO RAMON

SUITE 200

(Street)

SAN RAMON CA 94583-4289

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

LVP III Partners LP

(Last) (First) (Middle)

2603 CAMINO RAMON

SUITE 200

(Street)

SAN RAMON CA 94583-4289

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

LVP LIFE SCIENCE VENTURES III L.P.

(Last) (First) (Middle)

2603 CAMINO RAMON

SUITE 200

(Street)

SAN RAMON CA 94583-4289

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

LVPMC, LLC

(Last) (First) (Middle)

2603 CAMINO RAMON

SUITE 200

(Street)

SAN RAMON CA 94583-4289

(City) (State) (Zip)

Explanation of Responses:

1. The reported securities are owned directly by each of LVPMC, LLC ("LVPMC"), LVP Life Science Ventures III, L.P. ("LVP III"), LVP III Associates, L.P. ("Associates") and LVP III Partners, L.P. ("Partners"). LVP GP III, LLC ("GP III") is the general partner of LVP III, Associates and Partners. GP III may be deemed to have sole voting power and dispositive power over the shares held by LVP III, Associates and Partners. Each of GP III and Patrick Latterell, the managing member of GP III and the manager of LVPMC, may be deemed to share voting and dispositive power over the reported securities and disclaim beneficial ownership of the reported securities held by LVPMC, LVP III, Associates and Partners except to the extent of any pecuniary interest therein.

Remarks:

	Patrick F. Latterell, Managing Member of LVP GP III, LLC	08/21/2018
	Patrick F. Latterell, Manager of LVPMC, LLC	08/21/2018
	Patrick F. Latterell, Managing Member of LVP GP III, LLC, General Partner of LVP III Associates, L.P.	08/21/2018
	Patrick F. Latterell, Managing Member of LVP GP III, LLC, General Partner of LVP III Partner, L.P.	08/21/2018
	Patrick F. Latterell, Managing Member of LVP GP III, LLC, General Partner of LVP Life Sciences Ventures III, L.P.	08/21/2018
	Patrick F. Latterell, Manager of LVPMC, LLC and Managing Member of LVP GP III, LLC the General Partner of LVP Life Science Ventures III, L.P. LVP III Associates, L.P. and LVP III Partners L.P.	08/21/2018
	** 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 Number.