Longitude Venture Partners II Form 4 Tricida / Bakker Juliet Tammenoms 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^*

Longitude Capital Partners II, LLC

(Last) (First) (Middle)

2740 SAND HILL ROAD, SECOND FLOOR

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Tricida, Inc. [ TCDA ]

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)
07/02/2018

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	07/02/2018		C		2,431,511	A	(1)	2,431,511	I(2)(3)	Longitude Venture Partners II, L.P.(2)(3)
Common Stock	07/02/2018		C		456,644	A	(1)	2,888,155	I(2)(3)	Longitude Venture Partners II, L.P.(2)(3)
Common Stock	07/02/2018		P		131,579	A	$19	3,019,734	I(2)(3)	Longitude Venture Partners II, L.P(2)(3)

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)	07/02/2018		C			9,677,419	(1)	(1)	Common Stock	2,431,511	(1)	0	I(2)(3)	By Longitude Venture Partners II, L.P.(2)(3)
Series D Convertible Preferred Stock	(1)	07/02/2018		C			1,817,447	(1)	(1)	Common Stock	456,644	(1)	0	I(2)(3)	By Longitude Venture Partners II, L.P.(2)(3)

1. Name and Address of Reporting Person^*

Longitude Capital Partners II, LLC

(Last) (First) (Middle)

2740 SAND HILL ROAD, SECOND FLOOR

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Longitude Venture Partners II, L.P.

(Last) (First) (Middle)

2740 SAND HILL ROAD, SECOND FLOOR

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Tammenoms Bakker Juliet

(Last) (First) (Middle)

2740 SAND HILL ROAD, SECOND FLOOR

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

ENRIGHT PATRICK G

(Last) (First) (Middle)

2740 SAND HILL ROAD, SECOND FLOOR

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

Explanation of Responses:

1. Each of the Series C Convertible Preferred Stock and Series D Convertible Preferred Stock was convertible at any time at the option of the holder into Common Stock at a rate of 1/3.98, for no additional consideration, and had no expiration date. Each of the Series C Convertible Preferred Stock and Series D Convertible Preferred Stock automatically converted into Common Stock, at a rate of 1/3.98 and for no additional consideration, upon closing of the Issuer's initial public offering of its Common Stock.

2. These shares are held directly by Longitude Venture Partners II, L.P. ("Longitude II"). This statement is filed jointly by Longitude Capital Partners II, LLC ("LCP2"), Longitude II, Patrick G. Enright ("Mr. Enright") and Juliet Tammenoms Bakker ("Ms. Bakker"), all of whom share beneficial ownership of more than 10% of the capital stock of the Issuer. LCP2 is the general partner of Longitude II and may be deemed to share voting and investment power over the shares of the Issuer held by Longitude II. Mr. Enright and Ms. Bakker are the managing members of LCP2 and may be deemed to share voting and investment power over the shares of the Issuer held by Longitude II.

3. Each of LCP2, Mr. Enright and Ms. Bakker disclaims beneficial ownership of such shares except to the extent of its, his or her pecuniary interest therein, and the filing of this statement shall not be deemed an admission that any such Reporting Person is a beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

	Longitude Capital Partners II, LLC, By: /s/ Patrick Enright, managing member	07/02/2018
	Longitude Venture Partners II, L.P., By: /s/ Patrick Enright, managing member of the general partner	07/02/2018
	/s/ Patrick Enright	07/02/2018
	/s/ Juliet Tammenoms Bakker	07/02/2018
	** Signature of Reporting Person	Date
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