Management Group IX, L.L.C. Presidio Form 3 Inspire Medical Systems / DAVID E LIDDLE 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^*

Presidio Management Group IX, L.L.C.

(Last) (First) (Middle)

1460 EL CAMINO REAL, #100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/02/2018

3. Issuer Name and Ticker or Trading Symbol
Inspire Medical Systems, Inc. [ INSP ]

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

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

5. 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 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
Series A Convertible Preferred Stock	(1)	(1)	Common Stock	360,902	(2)	I	See Footnote(5)
Series B Convertible Preferred Stock	(1)	(1)	Common Stock	389,893	(3)	I	See Footnote(5)
Series C Convertible Preferred Stock	(1)	(1)	Common Stock	472,581	(2)	I	See Footnote(5)
Series D Convertible Preferred Stock	(1)	(1)	Common Stock	210,147	(2)	I	See Footnote(5)
Series E Convertible Preferred Stock	(1)	(1)	Common Stock	163,962	(4)	I	See Footnote(5)
Series F Convertible Preferred Stock	(1)	(1)	Common Stock	570,769	(2)	I	See Footnote(5)

1. Name and Address of Reporting Person^*

Presidio Management Group IX, L.L.C.

(Last) (First) (Middle)

1460 EL CAMINO REAL, #100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

U S Venture Partners IX L P

(Last) (First) (Middle)

1460 EL CAMINO REAL, #100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

FEDERMAN IRWIN

(Last) (First) (Middle)

1460 EL CAMINO REAL, #100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

KRAUSZ STEVEN M

(Last) (First) (Middle)

1460 EL CAMINO REAL, #100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

LIDDLE DAVID E

(Last) (First) (Middle)

1460 EL CAMINO REAL, #100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Matteucci Paul A

(Last) (First) (Middle)

1460 EL CAMINO REAL, #100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

ROOT JONATHAN D

(Last) (First) (Middle)

1460 EL CAMINO REAL, #100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

YOUNG PHILIP M

(Last) (First) (Middle)

1460 EL CAMINO REAL, #100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

Explanation of Responses:

1. Shares of Series A, Series B, Series C, Series D, Series E and Series F Convertible Preferred Stock (collectively, the "Convertible Preferred Stock") have no expiration date and are convertible, at the option of the holder, into shares of Common Stock at the then-effective conversion rate for no additional consideration (subject to the payment of cash in lieu of any fractional shares in accordance with the Issuer's Sixth Amended and Restated Certificate of Incorporation (as amended, the "Certificate of Incorporation")). The shares of Convertible Preferred Stock will automatically convert into shares of Common Stock at the then-effective conversion rate for no additional consideration (subject to the payment of cash in lieu of any fractional shares in accordance with the Certificate of Incorporation) immediately prior to the closing of the Issuer's initial public offering.

2. Shares of Series A, Series C, Series D and Series F Convertible Preferred Stock are convertible into shares of Common Stock at a 1-for-0.1504 conversion rate.

3. Shares of Series B Convertible Preferred Stock are convertible into shares of Common Stock at a 1-for-0.1855 conversion rate.

4. Shares of Series E Convertible Preferred Stock are convertible into shares of Common Stock at a 1-for-0.1728 conversion rate.

5. The shares are held of record by U.S. Venture Partners IX, L.P. ("USVP IX"). Presidio Management Group IX, LLC ("PMG IX") is the general partner of USVP IX and may be deemed to have sole voting and dispositive power over the shares held by USVP IX. Casey Tansey, a director of the Issuer, and each of Irwin Federman, Steven M. Krausz, David E. Liddle, Paul A. Matteucci, Jonathan D. Root, and Philip M. Young, are managing members of PMG IX, and may be deemed to share voting and dispositive power over the shares held by USVP IX. Such persons and entities disclaim beneficial ownership of shares held by USVP IX, except to the extent of any proportionate pecuniary interest therein.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	/s/ Richard Buchholz, Attorney-in-Fact for Presidio Management Group, IX	05/02/2018
	/s/ Richard Buchholz, Attorney-in-Fact for U.S. Venture Partners IX, L.P.	05/02/2018
	/s/ Richard Buchholz, Attorney-in-Fact for Irwin Federman	05/02/2018
	/s/ Richard Buchholz, Attorney-in-Fact for Steven M. Krausz	05/02/2018
	/s/ Richard Buchholz, Attorney-in-Fact for David E. Liddle	05/02/2018
	/s/ Richard Buchholz, Attorney-in-Fact for Paul A. Matteucci	05/02/2018
	/s/ Richard Buchholz, Attorney-in-Fact for Jonathon D. Root	05/02/2018
	/s/ Richard Buchholz, Attorney-in-Fact for Philip M. Young	05/02/2018
	** Signature of Reporting Person	Date
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