Tempest Therapeutics, Inc. — Director's Dealing 2012

Jun 11, 2012

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: OvaScience, Inc. (NONE)
CIK: 0001544227
Period of Report: 2012-06-11

Reporting Person: SIMON JOHN G (Director, 10% Owner)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series B Preferred Stock	$		Common Stock (1090908)		Indirect

Footnotes

F1: These securities are shares of Series B Preferred Stock (the "Shares") of the Issuer, and are convertible at any time into shares of the Issuer's Common Stock at the holder's election. The Shares do not have an expiration date. At the Mandatory Conversion Time (as defined in Article Fourth, Section B.5.1 of the Issuer's Second Amended and Restated Certificate of Incorporation, as the same may be amended or restated from time to time), the Shares will convert at a ratio of 1-to-1 into the number of shares of Common Stock shown in column 3 above.

F2: As of the date hereof, General Catalyst Group V, L.P. ("GCG V") owns 1,068,692 Shares and GC Entrepreneurs Fund V, L.P. ("GCEF V") owns 22,306 Shares.

F3: Mr. Simon is one of the Managing Directors of General Catalyst GP V, LLC (the "LLC"), the general partner of General Catalyst Partners V., L.P., the general partner of GCG V and GCEF V Mr. Simon disclaims beneficial ownership of the Shares and this report shall not be deemed an admission that such reporting person is the beneficial owner of such Shares, except to the extent of his pecuniary interest, if any, in the Shares.