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ELI LILLY & Co Director's Dealing 2013

Nov 21, 2013

29745_dirs_2013-11-21_305a9394-8e2d-4784-9e42-9d03ac2ae136.zip

Director's Dealing

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SEC Form 4/A — Form 4/A

Issuer: Receptos, Inc. (RCPT)
CIK: 0001463729
Period of Report: 2013-05-14

Reporting Person: LILLY ELI & CO (10% Owner)
Reporting Person: Lilly Ventures Fund I LLC (10% Owner)
Reporting Person: Torres S. Edward (10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-05-14 Common Stock C 1152039 $5.25 Acquired 1266324 Indirect
2013-05-14 Common Stock C 672029 $7.73 Acquired 1938353 Indirect
2013-05-14 Common Stock P 142857 $14 Acquired 2081210 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2013-05-14 Series A Preferred Stock $5.25 C Disposed Common Stock (1152039.0) Indirect
2013-05-14 Series B Preferred Stock $7.73 C Disposed Common Stock (672029.0) Indirect

Footnotes

F1: These shares are owned directly by Lilly Ventures Fund I LLC (the "Fund"). Eli Lilly and Company, as sole Managing Member of the Fund, and pursuant to provisions of the LLC Agreement of the Fund, has voting authority with respect to shares owned by the Fund. S. Edward Torres, is a non-managing member of the Fund and may be deemed to beneficially own the shares. Mr. Torres disclaims beneficial ownership of the shares held of record by the Fund, except to the extent of his pecuniary interest therein. The attached Exhibit 99.1 lists details for each 10% and beneficial owner.

F2: The Series A preferred stock and Series B preferred stock converted upon the closing of the Issuer's initial public offering at a conversion ratio of 1 share of common stock for every 7.5 shares of Series A preferred stock and Series B preferred stock, for no additional consideration.