Coherus BioSciences, Inc.

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SEC FORM 3 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^*

Troendle August J.

(Last)

(First)

(Middle)

C/O COHERUS BIOSCIENCES, INC.

201 REDWOOD SHORES PARKWAY, SUITE 200

(Street)

REDWOOD CITY

94065

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/06/2014

3. Issuer Name and Ticker or Trading Symbol
Coherus BioSciences, Inc. [ CHRS ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	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)

X	Form filed by One Reporting Person
	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)
Common Stock, $0.0001 par value	21,870	D

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)
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	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A Preferred Stock	⁽¹⁾	⁽²⁾	Common Stock	319,935	0.00	I	See Footnote⁽³⁾
Series B Preferred Stock	⁽¹⁾	⁽²⁾	Common Stock	1,448,527	0.00	I	See Footnote⁽³⁾
Series B Preferred Stock	⁽¹⁾	⁽²⁾	Common Stock	358,428	0.00	I	See Footnote⁽⁴⁾
Series C Preferred Stock	⁽¹⁾	⁽²⁾	Common Stock	266,502	0.00	I	See Footnote⁽³⁾
Warrant to Purchase Series B Preferred Stock	⁽⁵⁾	07/21/2018	Series B Preferred Stock	107,528	0.0167	I	See Footnote⁽³⁾
Stock Option (Right to Buy)	⁽⁶⁾	07/17/2021	Common Stock	8,123	0.4168	D

Explanation of Responses:

1. The Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock automatically convert 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. The shares are held by MX II Associates LLC ("MX II Associates"). Reporting Person is the Managing Member of MX II Associates. Voting and dispositive decisions with respect to shares held by MX II Associates are made by Reporting Person, however, Reporting Person disclaims beneficial ownership of the shares held by MX II Associates, except to the extent of any pecuniary interest therein.

4. The shares are held by Medpace Investors, LLC ("Medpace Investors"). Reporting Person is the Manager of Medpace Investors. Voting and dispositive decisions with respect to shares held by Medpace Investors are made by Reporting Person, however, Reporting Person disclaims beneficial ownership of the shares held by Medpace Investors, except to the extent of any pecuniary interest therein.

5. The warrant is immediately exercisable.

6. A portion of the shares underlying this option are vested and exercisable as of the date hereof. The original vesting schedule is as follows: Twenty Five Percent (25%) of the shares subject to the option vest one year measured from April 19, 2011 (the "Vesting Commencement Date") and the remaining shares subject to the option vest in 36 successive, equal monthly installments thereafter on each monthly anniversary of the Vesting Commencement Date, subject to Reporting Person's continued service relationship with the Issuer on each such vesting date.

Remarks:

	/s/ Matthew R. Hooper, as Attorney-in-Fact for August J. Troendle	11/06/2014
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

                                POWER OF ATTORNEY

        KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and
appoints each of (i) the Chief Financial Officer of Coherus BioSciences, Inc., a
Delaware corporation (the "Company"), who is currently Jean-Frederic Viret,
Ph.D., (ii) the Company's Senior Vice President, Legal Affairs and General
Counsel, who is currently Matthew R. Hooper and (iii) the Company's Controller,
who is currently Guy Shields, and their respective successors, signing singly,
with full power of substitution, as the undersigned's true and lawful
attorney-in-fact to:

        (1)     execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer or director of the Company, Forms 3, 4 and
5 (including amendments thereto) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules and regulations thereunder and a
Form ID, Uniform Application for Access Codes to File on EDGAR;

        (2)     do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and execute any such
Forms 3, 4 or 5 or Form ID and timely file such forms (including amendments
thereto) and application with the United States Securities and Exchange
Commission and any stock exchange or similar authority; and

        (3)     take any other action of any type whatsoever in connection with
the foregoing which, in the opinion of such attorney-in-fact, may be of benefit
to, in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

        The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934.

        The undersigned agrees that each such attorney-in-fact herein may rely
entirely on information furnished orally or in writing by the undersigned to
such attorney-in-fact. The undersigned also agrees to indemnify and hold
harmless the Company and each such attorney-in-fact against any losses, claims,
damages or liabilities (or actions in these respects) that arise out of or are
based upon any untrue statements or omission of necessary facts in the
information provided by the undersigned to such attorney-in fact for purposes of
executing, acknowledging, delivering or filing Forms 3, 4 or 5 (including
amendments thereto) or Form ID and agrees to reimburse the Company and such
attorney-in-fact for any legal or other expenses reasonably incurred in
connection with investigating or defending against any such loss, claim, damage,
liability or action.

        This Power of Attorney supersedes any power of attorney previously
executed by the undersigned regarding the purposes outlined in the first
paragraph hereof ("Prior Powers of Attorney"), and the authority of the
attorneys-in-fact named in any Prior Powers of Attorney is hereby revoked.

        This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 or 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier (a) revoked by the undersigned in a signed writing delivered to
the foregoing attorneys-in-fact or (b) superseded by a new power of attorney
regarding the purposes outlined in the first paragraph hereof dated as of a
later date.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 8th day of October, 2014.

                                        /s/ August J. Troendle
                                        ---------------------------------------
                                        AUGUST J. TROENDLE, M.D.