Edgar Filing: SafeStitch Medical, Inc.

Ownership Submission

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â SVLSF IV, LLC

2. Date of Event Requiring Statement (Month/Day/Year)
09/03/2013

3. Issuer Name and Ticker or Trading Symbol
SafeStitch Medical, Inc. [SFES.OB]

(Last)

(First)

(Middle)

ONE BOSTON PLACE,Â 201 WASHINGTON STREET, SUITE 3900

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 Original Filed(Month/Day/Year)

(Street)

BOSTON,Â MAÂ 02108

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

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)
Common Stock ⁽¹⁾	22,433,674	I	See footnote ⁽¹⁾ ⁽⁵⁾
Common Stock ⁽²⁾	22,433,674	I	See footnote ⁽²⁾ ⁽⁵⁾
Common Stock ⁽³⁾	21,814,352	D	Â
Common Stock ⁽⁴⁾	619,322	D	Â

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series B Convertible Preferred Stock ⁽¹⁾ ⁽⁶⁾ ⁽⁷⁾	09/03/2013	Â ⁽⁸⁾	Common Stock	11,549,790	$ 0.4 ⁽⁶⁾ ⁽⁷⁾	I	See footnote ⁽¹⁾ ⁽⁵⁾
Series B Convertible Preferred Stock ⁽²⁾ ⁽⁶⁾ ⁽⁷⁾	09/03/2013	Â ⁽⁸⁾	Common Stock	11,549,790	$ 0.4 ⁽⁶⁾ ⁽⁷⁾	I	See footnote ⁽²⁾ ⁽⁵⁾
Series B Convertible Preferred Stock ⁽³⁾ ⁽⁶⁾	09/03/2013	Â ⁽⁸⁾	Common Stock	11,230,935	$ 0.4 ⁽⁶⁾	D	Â
Series B Convertible Preferred Stock ⁽⁴⁾ ⁽⁷⁾	09/03/2013	Â ⁽⁸⁾	Common Stock	318,855	$ 0.4 ⁽⁷⁾	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
SVLSF IV, LLC ONE BOSTON PLACE 201 WASHINGTON STREET, SUITE 3900 BOSTON,Â MAÂ 02108	Â	Â X	Â	Â
SV LIFE SCIENCES FUND IV, L.P. ONE BOSTON PLACE 201 WASHINGTON STREET, SUITE 3900 BOSTON,Â MAÂ 02108	Â	Â X	Â	Â
SV LIFE SCIENCES FUND IV STRATEGIC PARTNERS, L. P. ONE BOSTON PLACE 201 WASHINGTON STREET, SUITE 3900 BOSTON,Â MAÂ 02108	Â	Â X	Â	Â
SV Life Sciences Fund IV (GP), L.P. ONE BOSTON PLACE 201 WASHINGTON STREET, SUITE 3900 BOSTON,Â MAÂ 02108	Â	Â X	Â	Â

Signatures

/s/ Thomas B. Rosedale (pursuant to power of attorney)		09/11/2013
^**Signature of Reporting Person		Date
/s/ Thomas B. Rosedale (pursuant to power of attorney)		09/11/2013
^**Signature of Reporting Person		Date
/s/ Thomas B. Rosedale (pursuant to power of attorney)		09/11/2013
^**Signature of Reporting Person		Date
/s/ Thomas B. Rosedale (pursuant to power of attorney)		09/11/2013
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	These shares are owned directly by SV Life Sciences Fund IV, L.P. ("SVLS IV LP") and SV Life Sciences Fund IV Strategic Partners, L.P. ("Strategic Partners"). SV Life Sciences Fund IV (GP), L.P. ("SVLS IV GP"), the general partner of SVLS IV LP and Strategic Partners, may be deemed to share voting and dispositive power over the shares held by SVLS IV LP and Strategic Partners. SVLS IV GP disclaims beneficial ownership of shares held by SVLS IV LP and Strategic Partners except to the extent of any pecuniary interest therein.
(2)	These shares are owned directly by SVLS IV LP and Strategic Partners. SVLSF IV, LLC, the general partner of SVLS IV GP, may be deemed to share voting and dispositive power over the shares held by SVLS IV LP and Strategic Partners. SVLSF IV, LLC disclaims beneficial ownership of shares held by SVLS IV LP and Strategic Partners except to the extent of any pecuniary interest therein.
(3)	These shares are held directly by SVLS IV LP.
(4)	These shares are held directly by Strategic Partners.
(5)	SVLS IV LP and Strategic Partners (each a "Fund", or collectively the "Funds") may be deemed to beneficially own the shares held by each other Fund because of certain contractual relationships among the Funds and their affiliates. The Funds disclaim beneficial ownership of shares held by any other Fund except to the extent of any pecuniary interest therein.
(6)	On September 3, 2013, SafeStitch Medical, Inc. (the "Issuer") sold and issued to SVLS IV LP, in a privately negotiated transaction pursuant to a securities purchase agreement, an aggregate of 1,123,093.5 shares of the Issuer's Series B Convertible Preferred Stock at a purchase price of $4.00 per share. Upon the filing of an Amendment to the Issuer's Certificate of Incorporation with the State of Delaware, each share of the Issuer's Series B Convertible Preferred Stock will automatically convert into ten (10) shares of the Issuer's common stock.
(7)	On September 3, 2013, the Issuer sold and issued to Strategic Partners, in a privately negotiated transaction pursuant to a securities purchase agreement, an aggregate of 31,885.5 shares of the Issuer's Series B Convertible Preferred Stock at a purchase price of $4.00 per share. Upon the filing of an Amendment to the Issuer's Certificate of Incorporation with the State of Delaware, each share of the Issuer's Series B Convertible Preferred Stock will automatically convert into ten (10) shares of the Issuer's common stock.
(8)	The Series B Convertible Preferred Stock has no expiration date.

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