SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

LINK WILLIAM J PHD

(Last)

(First)

(Middle)

C/O GLAUKOS CORPORATION

26051 MERIT CIRCLE, SUITE 103

(Street)

LAGUNA HILLS

92653

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/24/2015

3. Issuer Name and Ticker or Trading Symbol
GLAUKOS Corp [ GKOS ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	552,000	⁽¹⁾	I	Through Versant Venture Capital I, L.P.⁽⁴⁾
Series A Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	12,000	⁽¹⁾	I	Through Versant Affiliates Fund I-A, L.P.⁽⁴⁾
Series A Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	25,200	⁽¹⁾	I	Through Versant Affiliates Fund I-B, L.P.⁽⁴⁾
Series A Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	10,800	⁽¹⁾	I	Through Versant Side Fund I, L.P.⁽⁴⁾
Series B Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	851,852	⁽¹⁾	I	Through Versant Venture Capital I, L.P.⁽⁴⁾
Series B Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	18,518	⁽¹⁾	I	Through Versant Affiliates Fund I-A, L.P.⁽⁴⁾
Series B Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	38,888	⁽¹⁾	I	Through Versant Affiliates Fund I-B, L.P.⁽⁴⁾
Series B Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	16,666	⁽¹⁾	I	Through Versant Side Fund I, L.P.⁽⁴⁾
Series C Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	479,714	⁽¹⁾	I	Through Versant Venture Capital I, L.P.⁽⁴⁾
Series C Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	10,428	⁽¹⁾	I	Through Versant Affiliates Fund I-A, L.P.⁽⁴⁾
Series C Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	21,900	⁽¹⁾	I	Through Versant Affiliates Fund I-B, L.P.⁽⁴⁾
Series C Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	9,386	⁽¹⁾	I	Through Versant Side Fund I, L.P.⁽⁴⁾
Series D Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	548,464	⁽¹⁾	I	Through Versant Venture Capital I, L.P.⁽⁴⁾
Series D Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	11,805	⁽¹⁾	I	Through Versant Affiliates Fund I-A, L.P.⁽⁴⁾
Series D Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	25,226	⁽¹⁾	I	Through Versant Affiliates Fund I-B, L.P.⁽⁴⁾
Series D Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	10,791	⁽¹⁾	I	Through Versant Side Fund I, L.P.⁽⁴⁾
Series E Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	163,592	⁽¹⁾	I	Through Versant Venture Capital I, L.P.⁽⁴⁾
Series E Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	3,420	⁽¹⁾	I	Through Versant Affiliates Fund I-A, L.P.⁽⁴⁾
Series E Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	7,684	⁽¹⁾	I	Through Versant Affiliates Fund I-B, L.P.⁽⁴⁾
Series E Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	3,271	⁽¹⁾	I	Through Versant Side Fund I, L.P.⁽⁴⁾
Series F Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	273,337	⁽¹⁾	I	Through Versant Venture Capital I, L.P.⁽⁴⁾
Series F Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	5,715	⁽¹⁾	I	Through Versant Affiliates Fund I-A, L.P.⁽⁴⁾
Series F Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	12,840	⁽¹⁾	I	Through Versant Affiliates Fund I-B, L.P.⁽⁴⁾
Series F Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	5,465	⁽¹⁾	I	Through Versant Side Fund I, L.P.⁽⁴⁾
Series D Convertible Preferred Stock Warrant (right to buy)	⁽²⁾	⁽²⁾	Common Stock	27,612	⁽²⁾	I	Through Versant Venture Capital I, L.P.⁽⁴⁾
Series D Convertible Preferred Stock Warrant (right to buy)	⁽²⁾	⁽²⁾	Common Stock	577	⁽²⁾	I	Through Versant Affiliates Fund I-A, L.P.⁽⁴⁾
Series D Convertible Preferred Stock Warrant (right to buy)	⁽²⁾	⁽²⁾	Common Stock	1,296	⁽²⁾	I	Through Versant Affiliates Fund I-B, L.P.⁽⁴⁾
Series D Convertible Preferred Stock Warrant (right to buy)	⁽²⁾	⁽²⁾	Common Stock	552	⁽²⁾	I	Through Versant Side Fund I, L.P.⁽⁴⁾
Stock Option (right to buy)	⁽³⁾	07/10/2024	Common Stock	10,000	$7.275	D

Explanation of Responses:

1. The shares of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock, Series C Convertible Preferred Stock, Series D Convertible Preferred Stock, Series E Convertible Preferred Stock and Series F Convertible Preferred Stock shall automatically convert into shares of common stock on a 1:1 basis immediately prior to the consummation of Issuer's initial public offering ("IPO") and have no expiration date.

2. The warrants to acquire Series D Convertible Preferred Stock shall automatically net exercise immediately prior to consummation of the IPO at the IPO price per share and the shares of Series D Convertible Preferred Stock received thereupon shall automatically convert into shares of common stock as described in footnote (1).

3. Granted July 10, 2014 pursuant to the Issuer's 2011 Stock Plan. Vests annually over a three-year period such that it is vested in full on the three-year anniversary of the grant date.

4. Versant Ventures I, LLC, a Delaware limited liability company (''VV I'') serves as the sole general partner of Versant Venture Capital I, L.P., a Delaware limited partnership ("VVC I"); Versant Affiliates Fund I-A, L.P., a Delaware limited partnership (''VAF I-A''), Versant Affiliates Fund I-B, L.P., a Delaware limited partnership (''VAF I-B''); and Versant Side Fund I, L.P., a Delaware limited partnership (''VSF I''). VV I owns no shares directly. Dr. Link is a director and/or member of VV I and shares voting and dispositive power over the shares held by VVC I, VAF I-A, VAF 1-B and VSF I; however, he disclaims beneficial ownership of the shares held by such entities except to the extent of his pecuniary interests therein.

	/s/ Richard L. Harrison, Attorney-in Fact	06/24/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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