Minerva Neurosciences, Inc. — Director's Dealing 2015

Mar 20, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Minerva Neurosciences, Inc. (NERV)
CIK: 0001598646
Period of Report: 2015-03-18

Reporting Person: Care Capital III LLC (10% Owner)
Reporting Person: Care Capital Investments III L.P. (10% Owner)
Reporting Person: Care Capital Offshore Investments III LP (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-18	Common Stock	S	1200000	$5.75	Disposed	1669292	Indirect
2015-03-18	Common Stock	S	6700	$6.25	Disposed	1662592	Indirect

Footnotes

F1: The shares were sold in a single private transaction as follows: 1,180,289 by Care Capital Investments III L.P. and 19,711 by Care Capital Offshore Investments III LP.

F2: Consists of 1,641,874 shares held by Care Capital Investments III L.P. and 27,418 shares held by Care Capital Offshore Investments III LP. Care Capital III, LLC is the general partner of Care Capital Investments III L.P. and Care Capital Offshore Investments III LP and as a result, Care Capital III, LLC has the ultimate power to vote or direct the vote and to dispose or direct the disposition of such shares. Care Capital III, LLC is managed by three or more members and accordingly none of the managing members is deemed to have voting or dispositive control over the securities.

F3: The shares were sold as follows: 6,590 by Care Capital Investments III L.P. and 110 by Care Capital Offshore Investments III LP.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.29 to $6.20, inclusive. The reporting person undertakes to provide to Minerva Neurosciences, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F5: Consists of 1,635,284 shares held by Care Capital Investments III L.P. and 27,308 shares held by Care Capital Offshore Investments III LP. Care Capital III, LLC is the general partner of Care Capital Investments III L.P. and Care Capital Offshore Investments III LP and as a result, Care Capital III, LLC has the ultimate power to vote or direct the vote and to dispose or direct the disposition of such shares. Care Capital III, LLC is managed by three or more members and accordingly none of the managing members is deemed to have voting or dispositive control over the securities.