SEC Form 4 · accession 0001239242-15-000009

Zeltiq Aesthetics Inc · ZLTQ

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Table I — non-derivative securities

Table II — derivative securities

Explanation of responses

• F1These restricted stock units vest in 12 equal monthly installments.
• F2The reporting person is a member of VR Management, LLC (the "Management Company"). Under an agreement between the reporting person and the Management Company, the reporting person is deemed to hold the reported shares for the sole benefit of the Management Company and must exercise the reported shares solely upon the direction of the Management Company, which is entitled to the shares. The Management Company may be deemed the indirect beneficial owner of the reported shares, and the reporting person may be deemed the indirect beneficial owner of the reported shares through his interest in the Management Company. The reporting person disclaims beneficial ownership of the reported shares except to the extent of his pecuniary interest therein.
• F3Venrock Associates V, L.P. ("VA5") holds an aggregate of 3,120,326 shares, Venrock Partners V, L.P. ("VP5") holds an aggregate of 264,624 shares and Venrock Entrepreneurs Fund V, L.P. ("VEF5") holds an aggregate of 73,283 shares. Venrock Management V, LLC, VEF Management V, LLC and Venrock Partners Management V, LLC (together, the "Venrock GP Entities") are the sole general partners of VA5, VEF5 and VP5, respectively, and have voting and investment power over the shares held by VA5, VEF5 and VP5. Dr. Roberts is a member of each of the Venrock GP Entities and may be deemed to beneficially own these shares. Dr. Roberts disclaims beneficial ownership of the shares held by VA5, VEF5 and VP5, except to the extent of his indirect pecuniary interests therein.