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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
 Â	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* LA JOLLA PHARMACEUTICAL CO (Last) (First) (Middle) 4550 TOWNE CENTRE COURT (Street) SAN DIEGO CA 92121 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol TETRAPHASE PHARMACEUTICALS INC [ TTPH ]	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) 07/28/2020
	4. 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 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, par value $0.001 per share	07/28/2020		P(1)		3,737,360	A	$2(1)	4,822,360(2)	I	See Explanation of Responses(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

Explanation of Responses:

1. This Statement of Changes in Beneficial Ownership on Form 4 is being filed by La Jolla Pharmaceutical Company, a California corporation ("Parent"). The securities described herein were acquired pursuant to a tender offer (the "Offer") by TTP Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Purchaser") to purchase all of the outstanding shares of common stock, par value $0.001 per share (the "Shares"), of Tetraphase Pharmaceuticals, Inc., a Delaware corporation, at a price of $2.00 per Share plus one non-transferable contractual contingent value right per Share on the terms and subject to the conditions set forth in the Offer to Purchase, dated June 29, 2020 (as amended by the Schedule TO-T/A filed by Parent and Purchaser with the U.S. Securities and Exchange Commission ("SEC") on July 29, 2020).

2. Following the reported transaction: (a) Purchaser beneficially owns directly the 3,737,360 Shares it purchased in the Offer; and (b) Parent beneficially owns indirectly an aggregate of 4,822,360 Shares, comprised of: (i) the 3,737,360 Shares that Purchaser purchased in the Offer; and (ii) the 1,085,000 Shares that Parent acquired through a series of open-market purchases made between June 10, 2020 and June 19, 2020 (as reported on a Statement of Beneficial Ownership on Schedule 13D filed with the SEC on June 22, 2020) and contributed to its non-wholly owned subsidiary, La Jolla Pharmaceutical Holdings, LLC, a Delaware limited liability company ("Holdings") on July 23, 2020. Parent is the Manager of Holdings and has the sole power to exercise voting and investment control over the Shares held by Holdings. Parent holds direct equity interests in each of Purchaser and Holdings.

Remarks:

	Michael Hearne	07/29/2020
	** 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 4 (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).
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