Johnson & Johnson Innovation - JJDC Form 3 Protagonist Therapeutics / & JOHNSON JOHNSON 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^*

JOHNSON & JOHNSON

(Last) (First) (Middle)

ONE JOHNSON & JOHNSON PLAZA

(Street)

NEW BRUNSWICK NJ 08933

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/10/2016

3. Issuer Name and Ticker or Trading Symbol
Protagonist Therapeutics, Inc [ PTGX ]

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 Preferred Stock	(1)	(1)	Common Stock	965,517(1)	(1)	I	By Johnson & Johnson Innovation - JJDC, Inc.(2)
Series C Preferred Stock	(1)	(1)	Common Stock	900,333(1)	(1)	I	By Johnson & Johnson Innovation - JJDC, Inc.(2)

1. Name and Address of Reporting Person^*

JOHNSON & JOHNSON

(Last) (First) (Middle)

ONE JOHNSON & JOHNSON PLAZA

(Street)

NEW BRUNSWICK NJ 08933

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Johnson & Johnson Innovation - JJDC, Inc.

(Last) (First) (Middle)

ONE JOHNSON & JOHNSON PLAZA

(Street)

NEW BRUNSWICK NJ 08933

(City) (State) (Zip)

Explanation of Responses:

1. Pursuant to a reverse stock split, each share of the Issuer's Series B Preferred Stock and Series C Preferred Stock (the "Preferred Stock") is convertible into the Issuer's Common Stock on a 1-for-14.5 basis. The Preferred Stock has no expiration date. The number of underlying shares of Common Stock reported in Column 3 reflects the 1-for-14.5 reverse stock split pursuant to which every 14.5 shares of Preferred Stock will convert into one share of Common Stock, effective upon the closing of the Issuer's initial public offering, for no additional consideration.

2. The securities reported as being indirectly beneficially owned by the designated Reporting Person are directly beneficially owned by Johnson & Johnson Innovation - JJDC, Inc., a wholly-owned subsidiary of the designated Reporting Person.

Remarks:

	Thomas Spellman III, Secretary of Johnson & Johnson	08/10/2016
	Steven M. Rosenberg, Secretary of Johnson & Johnson Innovation - JJDC, Inc.	08/10/2016
	** 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 5 (b)(v).
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