Invitae (NVTAQ) Form 4 Change in insider ownership

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^*

Thomas, McNerney & Partners II L.P.

(Last) (First) (Middle)

C/O THOMAS, MCNERNEY & PARTNERS, L.P.

19TH FLOOR-ONE LANDMARK SQ.

(Street)

STAMFORD CT 06901

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Invitae Corp [ NVTA ]

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)
12/01/2016

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

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^*

Thomas, McNerney & Partners II L.P.

(Last) (First) (Middle)

C/O THOMAS, MCNERNEY & PARTNERS, L.P.

19TH FLOOR-ONE LANDMARK SQ.

(Street)

STAMFORD CT 06901

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

TMP Associates II LP

(Last) (First) (Middle)

C/O THOMAS, MCNERNEY & PARTNERS, L.P.

19TH FLOOR-ONE LANDMARK SQ.

(Street)

STAMFORD CT 06901

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

TMP Nominee II, LLC

(Last) (First) (Middle)

C/O THOMAS, MCNERNEY & PARTNERS, L.P.

19TH FLOOR-ONE LANDMARK SQ.

(Street)

STAMFORD CT 06901

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Thomas, McNerney & Partners II, LLC

(Last) (First) (Middle)

C/O THOMAS, MCNERNEY & PARTNERS, L.P.

19TH FLOOR-ONE LANDMARK SQ.

(Street)

STAMFORD CT 06901

(City) (State) (Zip)

Explanation of Responses:

Remarks:

	THOMAS, MCNERNEY & PARTNERS II, L.P., By: Thomas, McNerney & Partners II, LLC, its General Partner, By: /s/ James E. Thomas, Manager	12/05/2016
	TMP ASSOCIATES II, L.P., By: Thomas, McNerney & Partners II, LLC, its General Partner, By: /s/ James E. Thomas, Manager	12/05/2016
	TMP NOMINEE II, LLC, By: /s/ James E. Thomas, Attorney-In-Fact	12/05/2016
	THOMAS, MCNERNEY & PARTNERS II, LLC, By: /s/ James E. Thomas, Manager	12/05/2016
	** 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).
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