Kythera Biopharmaceuticals (KYTH) Form 4 KYTHERA BIOPHARMACEUTICALS / Elisabeth Sandoval 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^*

Sandoval Elisabeth

(Last) (First) (Middle)

C/O KYTHERA BIOPHARMACEUTICALS, INC.

30930 RUSSELL RANCH ROAD, 3RD FLOOR

(Street)

WESTLAKE VILLAGE CA 91362

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
KYTHERA BIOPHARMACEUTICALS INC [ KYTH ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/22/2015

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

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 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	09/22/2015		M		10,590	A	$8.22	10,590	D
Common Stock	09/22/2015		S		10,590	D	$74.9	0	D
Common Stock	09/23/2015		M		11,892	A	$8.22	11,892	D
Common Stock	09/23/2015		S		11,892	D	$74.9	0	D
Common Stock	09/23/2015		M		22,690	A	$8.22	22,690	D
Common Stock	09/23/2015		S		22,690	D	$74.9	0	D
Common Stock	09/23/2015		M		26,800	A	$27.5	26,800	D
Common Stock	09/23/2015		S		26,800	D	$74.9	0	D
Common Stock	09/23/2015		M		11,150	A	$44.02	11,150	D
Common Stock	09/23/2015		S		11,150	D	$74.9	0	D

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
Stock Options	$8.22	09/22/2015		M			10,590	(1)	04/02/2022	Common Stock	10,590	$0	16,749	D
Stock Options	$8.22	09/23/2015		M			11,892	(1)	04/02/2022	Common Stock	11,892	$0	4,857	D
Stock Options	$8.22	09/23/2015		M			22,690	(2)	04/02/2022	Common Stock	22,690	$0	0	D
Stock Options	$27.5	09/23/2015		M			13,400	(2)	01/29/2023	Common Stock	13,400	$0	0	D
Stock Options	$27.5	09/23/2015		M			13,400	(1)	01/29/2023	Common Stock	13,400	$0	6,700	D
Stock Options	$44.02	09/23/2015		M			11,150	(1)	01/22/2024	Common Stock	11,150	$0	15,608	D

Explanation of Responses:

1. 25% of the shares subject to the option vested on the first anniversary measured from January 1, 2012 (the "Vesting Commencement Date"), and 1/48th of the total number of shares vest in thirty-six (36) successive and equal monthly installments thereafter, such that 100% of the shares subject to the option will be fully vested and exercisable on the fourth anniversary of the Vesting Commencement Date.

2. The shares subject to these options vested 100% upon the achievement of certain performance milestones approved by the Issuer's Board of Directors.

	/s/ Keith Klein, as Attorney-in-Fact for Elisabeth Sandoval	09/24/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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