James B. Tananbaum Form 3 Aimmune Therapeutics / James B. Tananbaum 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^*

Foresite Capital Management II, LLC

(Last) (First) (Middle)

101 CALIFORNIA STREET

SUITE 4100

(Street)

SAN FRANCISCO CA 94111

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/05/2015

3. Issuer Name and Ticker or Trading Symbol
Aimmune Therapeutics, Inc. [ AIMT ]

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 B Convertible Preferred Stock	(1)	(2)	Common Stock	3,775,400	0.00	I	By: Foresite Capital Fund II, L.P.(3)

1. Name and Address of Reporting Person^*

Foresite Capital Management II, LLC

(Last) (First) (Middle)

101 CALIFORNIA STREET

SUITE 4100

(Street)

SAN FRANCISCO CA 94111

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Foresite Capital Fund II, L.P.

(Last) (First) (Middle)

101 CALIFORNIA STREET

SUITE 4100

(Street)

SAN FRANCISCO CA 94111

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Tananbaum James B.

(Last) (First) (Middle)

3052 PACIFIC AVENUE

(Street)

SAN FRANCISCO CA 94115

(City) (State) (Zip)

Explanation of Responses:

1. The Series B Convertible Preferred Stock automatically converts into shares of Issuer's Common Stock on a 1:1 basis immediately prior to the completion of Issuer's initial public offering.

2. The expiration date is not relevant to the conversion of these securities.

3. Shares are owned directly by Foresite Capital Fund II, L.P. ("FCF II"). Foresite Capital Management II, LLC ("FCM II"), the Designated Filer and general partner of FCF II, may be deemed to have the sole voting and dispositive power over the shares of Issuer's Series B Convertible Preferred Stock (the "Shares"). James Tananbaum ("Mr. Tananbaum"), in his capacity as managing member of FCM II, may be deemed to have the sole voting and dispositive power over the Shares. Each Reporting Person disclaims the existence of a "group." Each of FCM II and its partners and Mr. Tananbaum disclaims beneficial ownership of any of the Shares except to the extent of any pecuniary interest therein, and the filing of this report is not an admission that FCM II and its partners or Mr. Tananbaum is the beneficial owner of these shares for purposes of Section 16 or any other purpose.

Remarks:

	FORESITE CAPITAL MANAGEMENT II, LLC, By: /s/ Dennis D. Ryan, Chief Financial Officer	08/05/2015
	FORESITE CAPITAL FUND II, L.P., By: Foresite Capital Management II, LLC, Its General Partner, By: /s/ Dennis D. Ryan, Chief Financial Officer	08/05/2015
	/s/ James B. Tananbaum	08/05/2015
	** 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).
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