Assembly Biosciences (ASMB) Form 3/A ASSEMBLY BIOSCIENCES / Derek A Small ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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^*

Small Derek A

(Last) (First) (Middle)

99 HUDSON STREET, 5TH FLOOR

(Street)

NEW YORK NY 10013

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/11/2014

3. Issuer Name and Ticker or Trading Symbol
ASSEMBLY BIOSCIENCES, INC. [ VTUS ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Pres., Chief Executive Off.

5. If Amendment, Date of Original Filed (Month/Day/Year)
07/14/2014

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (right to buy)	(2)	05/15/2024	CommonStock, $0.001 par value per share	466,260(1)(3)	2.22(1)	D

Explanation of Responses:

1. Adjusted to reflect the 1-for-5 reverse stock split that occurred on July 11, 2014.

2. These options vest 1/36 on a monthly basis beginning on February 2, 2014.

3. These options were assumed by the Company in connection with the reporting person becoming a director and executive officer of the Company.

Remarks:

This amendment is filed to report the correct number of option shares.

	/s/ Alexander M. Donaldson, by Power of Attorney	04/15/2015
	** 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 5 (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).
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