Dalal Anupam Form 4 Neos Therapeutics / Caley Castelein 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^*

Kearny Venture Assoicates II LLC

(Last) (First) (Middle)

C/O NEOS THERAPEUTICS, INC.

2940 N. HWY 360

(Street)

GRANT PRAIRIE TX 75050

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Neos Therapeutics, Inc. [ NEOS ]

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)
07/28/2015

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	07/28/2015		C		180,217	A	(1)	180,217	I	See Footnote(2)
Common Stock	07/28/2015		C		472,897	A	(1)	653,114	I	See Footnote(2)
Common Stock	07/28/2015		C		561,938	A	(1)	1,215,052	I	See Footnote(2)

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 B Preferred Stock	(1)	07/28/2015		C			432,523	(1)	(1)	Common Stock	180,217	(1)	0	I	See Footnote(2)
Series B-1 Preferred Stock	(1)	07/28/2015		C			1,134,954	(1)	(1)	Common Stock	472,897	(1)	0	I	See Footnote(2)
Series C Preferred Stock	(1)	07/28/2015		C			1,348,655	(1)	(1)	Common Stock	561,938	(1)	0	I	See Footnote(2)

1. Name and Address of Reporting Person^*

Kearny Venture Assoicates II LLC

(Last) (First) (Middle)

C/O NEOS THERAPEUTICS, INC.

2940 N. HWY 360

(Street)

GRANT PRAIRIE TX 75050

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

BURRILL LIFE SCIENES CAPITAL FUND III L P

(Last) (First) (Middle)

C/O NEOS THERAPEUTICS, INC.

2940 N. HWY 360

(Street)

GRANT PRAIRIE TX 75050

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Castelein Caley

(Last) (First) (Middle)

C/O NEOS THERAPEUTICS, INC.

2940 N. HWY 360

(Street)

GRANT PRAIRIE TX 75050

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Dalal Anupam

(Last) (First) (Middle)

C/O NEOS THERAPEUTICS, INC.

2940 N. HWY 360

(Street)

GRANT PRAIRIE TX 75050

(City) (State) (Zip)

Explanation of Responses:

1. Each share of the Issuer's Series B preferred stock, Series B-1 preferred stock and Series C preferred stock was automatically converted on a 2.4-for-1 basis into common stock immediately prior to the closing of the Issuer's initial public offering (prior to the Company's 2.4-for-1 reverse common stock split the preferred stock would have converted on a 1-for-1 basis pursuant to its terms). The shares of Series B preferred stock, Series B-1 preferred stock and Series C preferred stock had no expiration date.

2. The security listed in column 1 is held directly by Burrill Life Sciences Capital Fund III, L.P. ("Burrill"). Kearny Venture Associates II, LLC ("KVA II"), is the General Partner of Burrill. Caley Castelein and Anupam Dalal are the managing members of KVA II and share both voting power and disposal power over the shares. Each Reporting Person disclaims beneficial ownership of the Securities, except to the extent of its pecuniary interest therein.

	Kearny Venture Associates II, LLC, by: /s/ Caley Castelein, Managing Member	07/28/2015
	Burrill Life Sciences Capital Fund III, L.P. by: its General Partner Kearny Venture Associates II, LLC, by: /s/ Caley Castelein, Managing Member	07/28/2015
	/s/ Caley Castelein	07/28/2015
	/s/ Anupam Dalal	07/28/2015
	** Signature of Reporting Person	Date
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