Pacira BioSciences, Inc. — Director's Dealing 2011

Feb 2, 2011

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Pacira Pharmaceuticals, Inc. (PCRX)
CIK: 0001396814
Period of Report: 2011-02-02

Reporting Person: GORDON CARL L (Director)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	92103	Indirect
Common Stock	877	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A Convertible Preferred Stock	$		Common Stock (1473645)		Indirect
Series A Convertible Preferred Stock	$		Common Stock (14035)		Indirect
Common Stock Warrants (Right to Buy)	$2.69	2014-01-21	Common Stock (36841)		Indirect
Common Stock Warrants (Right to Buy)	$2.69	2014-01-21	Common Stock (350)		Indirect
Common Stock Warrants (Right to Buy)	$13.44	2017-12-29	Common Stock (41446)		Indirect
Common Stock Warrants (Right to Buy)	$13.44	2017-12-29	Common Stock (394)		Indirect
Convertible Promissory Notes	$		Common Stock (705845)		Indirect
Convertible Promissory Notes	$		Common Stock (6722)		Indirect
Director Stock Option Grant (Right to Buy)	$1.61	2020-09-02	Common Stock (4649)		Direct
Director Stock Option Grant (Right to Buy)	$5.49	2020-12-29	Common Stock (1394)		Direct

Footnotes

F1: The reporting person is affiliated with OrbiMed Private Investments III, LP ("OPI") and OrbiMed Associates III, LP ("Associates"), which hold the shares of Series A convertible preferred stock, shares of Common Stock, warrants to purchase Common Stock and convertible promissory notes reported herein. OrbiMed Capital GP III, LLC ("Capital") is the sole general partner of OPI. OrbiMed Advisors LLC ("Advisors"), a registered adviser under the Investment Advisers Act of 1940, as amended, is the sole managing member of Capital and the sole general partner of Associates. Samuel D. Isaly ("Isaly"), a natural person, is the managing member of, and holder of a controlling interest in, Advisors. OPI and Associates have designated a representative, currently the reporting person, a member of Advisors, to serve on the Issuer's board of directors.

F2: The reporting person does not have sole voting or investment power over the securities held by OPI and Associates. However, the reporting person may be deemed to have beneficial ownership of these securities by virtue of his affiliation with Advisors. The reporting person disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of his pecuniary interest therein, if any. This report on Form 3 shall not be deemed an admission that the reporting person is a beneficial owner for the purpose of Section 16 of the Exchange Act, or for any other purpose.

F3: These shares of Series A convertible preferred stock, shares of Common Stock, warrants to purchase Common Stock and convertible promissory notes are beneficially owned by OPI.

F4: These shares of Series A convertible preferred stock, shares of Common Stock, warrants to purchase Common Stock and convertible promissory notes are beneficially owned by Associates.

F5: The Series A convertible preferred stock has no expiration date and will automatically convert into Common Stock upon the consummation of the Issuer's initial public offering.

F6: All principal and accrued interest due on these convertible promissory notes will automatically convert into shares of Common Stock upon the consummation of the Issuer's initial public offering at an effective conversion price of approximately $13.44 per share.

F7: This option vests as to 50% of the option shares upon the first anniversary of the Issuer's initial public offering and as to the remaining 50% of the option shares upon the second anniversary of the Issuer's initial public offering. The option shares become exercisable when vested.

F8: Pursuant to an agreement with Advisors, the reporting person is obligated to transfer any shares issued upon exercise of the options reported herein to Advisors, which will distribute the shares to OPI and Associates on a pro-rata basis.