Tempest Therapeutics, Inc. — Director's Dealing 2015

Mar 6, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: OvaScience, Inc. (OVAS)
CIK: 0001544227
Period of Report: 2015-03-03

Reporting Person: Dipp Michelle (Director, Chief Executive Officer, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-03	Common Stock	A	2375	—	Acquired	851769	Direct
2015-03-03	Common Stock	F	898	$42.10	Disposed	850871	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1520607	Indirect
Common Stock	319082	Indirect

Footnotes

F1: Shares withheld by the Registrant to satisfy statutory withholding requirement upon grant of stock award.

F2: Represents 819,969 shares of common stock and 30,902 RSUs.

F3: The securities in this line are held directly by Longwood Fund, L.P. Longwood Fund GP, LLC is the general partner of Longwood Fund, L.P. Voting and investment power with respect to the shares held by Longwood Fund, LP are vested in Richard Aldrich, Michelle Dipp, M.D., Ph.D. and Christoph Westphal, M.D., Ph.D. (collectively, the "Managers"), the managers of Longwood Fund GP, LLC. Each of the Managers disclaims beneficial ownership of the shares held by Longwood Fund, L.P., except to the extent of their respective pecuniary interest therein, and the inclusion of these shares in the report shall not be deemed an admission of beneficial ownership of the shares for the purposes of Section 16 or for any other purpose.

F4: The Managers are managers of Longwood Fund GP, LLC, and, as such, may be deemed to have shared voting and dispositive power with respect to the issuer's securities held by Longwood Fund, L.P. and by Longwood Fund GP, LLC. Each of the Managers disclaims beneficial ownership of the shares held by Longwood Fund, L.P. and Longwood Fund GP, LLC, except to the extent of their respective pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the shares for purposes of Section 16 or any other purpose.