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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*
InterWest Management Partners IX, LLC
(Last) (First) (Middle)
C/O INTERWEST PARTNERS
2710 SAND HILL ROAD, SUITE 200
(Street)
MENLO PARK CA 94025
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
04/08/2015 		3. Issuer Name and Ticker or Trading Symbol
Carbylan Therapeutics, Inc. [ CBYL ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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)
Form filed by One Reporting Person
X 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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Convertible Series A Preferred Stock (1) (1) Common 831,531 (1) I See Footnote(2)
Convertible Series B Preferred Stock (3) (3) Common 2,145,351 (3) I See Footnote(2)
Convertible Promissory Note (4) (4) Common 466,357 (4) I See Footnote(2)
Convertible Promissory Note (5) (5) Common 365,957 (5) I See Footnote(2)
1. Name and Address of Reporting Person*
InterWest Management Partners IX, LLC
(Last) (First) (Middle)
C/O INTERWEST PARTNERS
2710 SAND HILL ROAD, SUITE 200
(Street)
MENLO PARK CA 94025
(City) (State) (Zip)
1. Name and Address of Reporting Person*
InterWest Partners IX, LP
(Last) (First) (Middle)
C/O INTERWEST PARTNERS
2710 SAND HILL ROAD, SUITE 200
(Street)
MENLO PARK CA 94025
(City) (State) (Zip)
1. Name and Address of Reporting Person*
GIANOS PHILIP T
(Last) (First) (Middle)
C/O INTERWEST PARTNERS
2710 SAND HILL ROAD, SUITE 200
(Street)
MENLO PARK CA 94025
(City) (State) (Zip)
1. Name and Address of Reporting Person*
ORONSKY ARNOLD L
(Last) (First) (Middle)
C/O INTERWEST PARTNERS
2710 SAND HILL ROAD, SUITE 200
(Street)
MENLO PARK CA 94025
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Kliman Gilbert H
(Last) (First) (Middle)
C/O INTERWEST PARTNERS
2710 SAND HILL ROAD, SUITE 200
(Street)
MENLO PARK CA 94025
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Holmes W Stephen
(Last) (First) (Middle)
C/O INTERWEST PARTNERS
2710 SAND HILL ROAD, SUITE 200
(Street)
MENLO PARK CA 94025
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Kjellson Nina S
(Last) (First) (Middle)
C/O INTERWEST PARTNERS
2710 SAND HILL ROAD, SUITE 200
(Street)
MENLO PARK CA 94025
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Pepper Douglas A
(Last) (First) (Middle)
C/O INTERWEST PARTNERS
2710 SAND HILL ROAD, SUITE 200
(Street)
MENLO PARK CA 94025
(City) (State) (Zip)
1. Name and Address of Reporting Person*
CLEVELAND BRUCE A
(Last) (First) (Middle)
C/O INTERWEST PARTNERS
2710 SAND HILL ROAD, SUITE 200
(Street)
MENLO PARK CA 94025
(City) (State) (Zip)
1. Name and Address of Reporting Person*
NASR KHALED
(Last) (First) (Middle)
C/O INTERWEST PARTNERS
2710 SAND HILL ROAD, SUITE 200
(Street)
MENLO PARK CA 94025
(City) (State) (Zip)
Explanation of Responses:
1. The Series A Convertible Preferred Stock is convertible into Common Stock on a one for one basis, at any time at the holder's election, and automatically upon the closing of the Issuer's initial public offering, and has no expiration date.
2. The shares are held by InterWest Partners IX, L.P. ("IW9"). InterWest Management Partners IX, LLC ("IMP9"), the general partner of IW9, has sole voting and investment control over the shares held by IW9. Philip T. Gianos, W. Stephen Holmes, Gilbert H. Kliman and Arnold Oronsky are the managing directors of IMP9. Bruce A. Cleveland, Nina Kjellson, Khaled A. Nasr and Douglas A. Pepper are the venture members of IMP9. Each of the managing directors and venture members share voting and investment control with respect to the share held by IW9 and disclaims beneficial ownership of the shares reported herein, except to the extent of his or her respective pecuniary interest therein.
3. The Series B Convertible Preferred Stock is convertible into Common Stock on a one for one basis, at any time at the holder's election, and automatically upon the closing of the Issuer's initial public offering, and has no expiration date.
4. The Convertible Promissory Note is convertible into the number of shares of the Issuer's Common Stock equal to the quotient obtained by dividing the entire principal amount and 184 days of accrued interest on the Convertible Promissory Note by 80% of the initial public offering price of $5.00 per share of the Issuer's Common Stock, automatically upon the closing of the Issuer's initial public offering, and has no expiration date.
5. The Convertible Promissory Note is convertible into the number of shares of the Issuer's Common Stock equal to the quotient obtained by dividing the entire principal amount and 41 days of accrued interest on the Convertible Promissory Note by 80% of the initial public offering price of $5.00 per share of the Issuer's Common Stock, automatically upon the closing of the Issuer's initial public offering, and has no expiration date.
Remarks:
Exhibit List Exhibit 24 - Powers of Attorney Exhibit 99 - Form 3 Joint Filter Information
By: /s/ W. Stephen Holmes, as managing director of InterWest Management Partners IX, LLC 04/08/2015
By: /s/ W. Stephen Holmes, as managing director of InterWest Management Partners IX, LLC, the General Partner of InterWest Partners IX, L.P. 04/08/2015
By: /s/ Karen A. Wilson, Attorney-in-Fact for Philip T. Gianos 04/08/2015
By: /s/ Karen A. Wilson, Attorney-in-Fact for Arnold L. Oronsky 04/08/2015
By: /s/ Karen A. Wilson, Attorney-in-Fact for Gilbert H. Kliman 04/08/2015
By: /s/ Karen A. Wilson, Attorney-in-Fact for W. Stephen Holmes 04/08/2015
By: /s/ Karen A. Wilson, Attorney-in-Fact for Nina Kjellson 04/08/2015
By: /s/ Karen A. Wilson, Attorney-in-Fact for Douglas Pepper 04/08/2015
By: /s/ Karen A. Wilson, Attorney-in-Fact for Bruce Cleveland 04/08/2015
By: /s/ Karen A. Wilson, Attorney-in-Fact for Khaled Nasr 04/08/2015
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
                               POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS:

The undersigned, Philip T. Gianos, hereby constitutes and appoints Karen A.
Wilson as his true and lawful Attorney-in-Fact, with full power in his name and
on his behalf, to take all actions and do all things necessary with respect to
all matters arising in connection with the ownership reporting requirements of
the securities laws of the United States, including the execution and delivery
of all documents in connection therewith.

The undersigned agrees to indemnify said Attorney-in-Fact against, and hold her
free and harmless from, and all loss, cost, expense, damage or liability which
she may incur or sustain as a result of any action taken by her in good faith
pursuant to this Power of Attorney.

This Power of Attorney shall remain in full force and effect until revoked in
writing by the undersigned and the authority granted herein may be relied upon
by any person until such person has actually received written notice of
revocation.

IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney this
28th day of May, 1996.


                                        PHILIP T. GIANOS


                                        /s/ Philip T. Gianos
                                        ---------------------------------------

                               POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS:

The undersigned, Arnold L. Oronsky, hereby constitutes and appoints Karen A.
Wilson as his true and lawful Attorney-in-Fact, with full power in his name and
on his behalf, to take all actions and do all things necessary with respect to
all matters arising in connection with the ownership reporting requirements of
the securities laws of the United States, including the execution and delivery
of all documents in connection therewith.

The undersigned agrees to indemnify said Attorney-in-Fact against, and hold her
free and harmless from, and all loss, cost, expense, damage or liability which
she may incur or sustain as a result of any action taken by her in good faith
pursuant to this Power of Attorney.

This Power of Attorney shall remain in full force and effect until revoked in
writing by the undersigned and the authority granted herein may be relied upon
by any person until such person has actually received written notice of
revocation.

IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney this
28th day of May, 1996.


                                        ARNOLD L. ORONSKY


                                        /s/ Arnold L. Oronsky
                                        ---------------------------------------

                               POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS:

The undersigned, Gilbert H. Kliman, hereby constitutes and appoints Karen A.
Wilson as his true and lawful Attorney-in-Fact, with full power in his name and
on his behalf, to take all actions and do all things necessary with respect to
all matters arising in connection with the ownership reporting requirements of
the securities laws of the United States, including the execution and delivery
of all documents in connection therewith.

The undersigned agrees to indemnify said Attorney-in-Fact against, and hold her
free and harmless from, and all loss, cost, expense, damage or liability which
she may incur or sustain as a result of any action taken by her in good faith
pursuant to this Power of Attorney.

This Power of Attorney shall remain in full force and effect until revoked in
writing by the undersigned and the authority granted herein may be relied upon
by any person until such person has actually received written notice of
revocation.

IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney this 8th
day of September, 2000.


                                        GILBERT H. KLIMAN


                                        /s/ Gilbert H. Kliman
                                        ---------------------------------------

                               POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS:

The undersigned, W. Stephen Holmes, hereby constitutes and appoints Karen A.
Wilson as his true and lawful Attorney-in-Fact, with full power in his name and
on his behalf, to take all actions and do all things necessary with respect to
all matters arising in connection with the ownership reporting requirements of
the securities laws of the United States, including the execution and delivery
of all documents in connection therewith.

The undersigned agrees to indemnify said Attorney-in-Fact against, and hold her
free and harmless from, and all loss, cost, expense, damage or liability which
she may incur or sustain as a result of any action taken by her in good faith
pursuant to this Power of Attorney.

This Power of Attorney shall remain in full force and effect until revoked in
writing by the undersigned and the authority granted herein may be relied upon
by any person until such person has actually received written notice of
revocation.

IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney this
28th day of May, 1996.


                                        W. STEPHEN HOLMES


                                        /s/ W. Stephen Holmes
                                        ---------------------------------------

                               POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS:

The undersigned, Nina S. Kjellson, hereby constitutes and appoints Karen A.
Wilson as her true and lawful Attorney-in-Fact, with full power in her name and
on her behalf, to take all actions and do all things necessary with respect to
all matters arising in connection with the ownership reporting requirements of
the securities laws of the United States, including the execution and delivery
of all documents in connection therewith.

The undersigned agrees to indemnify said Attorney-in-Fact against, and hold her
free and harmless from, and all loss, cost, expense, damage or liability which
she may incur or sustain as a result of any action taken by her in good faith
pursuant to this Power of Attorney.

This Power of Attorney shall remain in full force and effect until revoked in
writing by the undersigned and the authority granted herein may be relied upon
by any person until such person has actually received written notice of
revocation.

IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney this
31st day of May, 2007.


                                        NINA S. KJELLSON


                                        /s/ Nina S. Kjellson
                                        --------------------------------------

                               POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS:

The undersigned, Douglas A. Pepper, hereby constitutes and appoints Karen A.
Wilson as his true and lawful Attorney-in-Fact, with full power in his name and
on his behalf, to take all actions and do all things necessary with respect to
all matters arising in connection with the ownership reporting requirements of
the securities laws of the United States, including the execution and delivery
of all documents in connection therewith.

The undersigned agrees to indemnify said Attorney-in-Fact against, and hold her
free and harmless from, and all loss, cost, expense, damage or liability which
she may incur or sustain as a result of any action taken by her in good faith
pursuant to this Power of Attorney.

This Power of Attorney shall remain in full force and effect until revoked in
writing by the undersigned and the authority granted herein may be relied upon
by any person until such person has actually received written notice of
revocation.

IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney this 1st
day of June, 2007.


                                        DOUGLAS A. PEPPER


                                        /s/ Douglas A. Pepper
                                        ---------------------------------------

                               POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS:

The undersigned, Bruce A. Cleveland, hereby constitutes and appoints Karen A.
Wilson as his true and lawful Attorney-in-Fact, with full power in his name and
on his behalf, to take all actions and do all things necessary with respect to
all matters arising in connection with the ownership reporting requirements of
the securities laws of the United States, including the execution and delivery
of all documents in connection therewith.

The undersigned agrees to indemnify said Attorney-in-Fact against, and hold her
free and harmless from, and all loss, cost, expense, damage or liability which
she may incur or sustain as a result of any action taken by her in good faith
pursuant to this Power of Attorney.

This Power of Attorney shall remain in full force and effect until revoked in
writing by the undersigned and the authority granted herein may be relied upon
by any person until such person has actually received written notice of
revocation.

IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney this
31st day of May, 2007.


                                        BRUCE A. CLEVELAND


                                        /s/ Bruce A. Cleveland
                                        ---------------------------------------

                               POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS:

The undersigned, Khaled A. Nasr, hereby constitutes and appoints Karen A. Wilson
as his true and lawful Attorney-in-Fact, with full power in his name and on his
behalf, to take all actions and do all things necessary with respect to all
matters arising in connection with the ownership reporting requirements of the
securities laws of the United States, including the execution and delivery of
all documents in connection therewith.

The undersigned agrees to indemnify said Attorney-in-Fact against, and hold her
free and harmless from, and all loss, cost, expense, damage or liability which
she may incur or sustain as a result of any action taken by her in good faith
pursuant to this Power of Attorney.

This Power of Attorney shall remain in full force and effect until revoked in
writing by the undersigned and the authority granted herein may be relied upon
by any person until such person has actually received written notice of
revocation.

IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney this
31st day of May, 2007.


                                        KHALED A. NASR


                                        /s/ Khaled A. Nasr
                                        ---------------------------------------

                                                                      Exhibit 99

                            FORM 3 JOINT FILER INFORMATION

Name of
"Reporting Persons":        InterWest Partners IX, L.P. ("IW9")
                            InterWest Management Partners IX, LLC ("IMP9")

                            Bruce A. Cleveland
                            Philip T. Gianos
                            W. Stephen Holmes
                            Nina Kjellson
                            Gilbert H. Kliman
                            Arnold L. Oronsky
                            Khaled Nasr
                            Douglas A. Pepper

Address:                    2710 Sand Hill Road, Suite 200
                            Menlo Park, CA  94025

Designated Filer:           InterWest Partners IX, L.P.

Issuer and Ticker Symbol:   Carbylan Therapeutics, Inc. ("CBYL")

Date of Event:              April 8, 2015

Each of the following is a Joint Filer with InterWest Partners IX L.P. ("IW9")
and may be deemed to share indirect beneficial ownership in the securities set
forth on the attached Form 3:

InterWest Management Partners IX, LLC ("IMP9") is the general partner of IW9 and
has sole voting and investment control over the shares owned by IW9. Philip T.
Gianos, W. Stephen Holmes, Gilbert H. Kliman, and Arnold L. Oronsky are Managing
Directors of IMP9 and, Bruce A. Cleveland, Nina Kjellson, Douglas A. Pepper and
Khaled A. Nasr are Venture Members of IMP9.

All Reporting Persons disclaim beneficial ownership of shares of Carbylan
Therapeutics, Inc. stock held by IW9, except to the extent of their respective
pecuniary interest therein. The filing of this statement shall not be deemed an
admission that, for purposes of Section 16 of the Securities Exchange Act of
1934, or otherwise, any of the Reporting Persons are the beneficial owner of all
of the equity securities covered by this statement.

Each of the Reporting Persons listed above has designated InterWest Partners IX,
L.P. as its designated filer of Forms 3, 4 and 5 in accordance with Section
16(a) of the Securities Exchange Act of 1934 and the rules thereunder. Each
Reporting Person has appointed InterWest Management Partners IX, LLC as its
attorney in fact for the purpose of making reports relating to transaction in
Carbylan Therapeutics, Inc. Common Stock.

INTERWEST MANAGEMENT PARTNERS           INTERWEST PARTNERS IX, LP
IX, L.L.C.

                                        By:  InterWest Management Partners IX,
                                             LLC
By:  /s/ W. Stephen Holmes                   Its General Partner
   ----------------------------------
     W. Stephen Holmes,
     Managing Director

                                        By:  /s/ W. Stephen Holmes
                                           -------------------------------------
                                             W. Stephen Holmes, Managing
                                             Director


Bruce A. Cleveland, an individual       Gilbert H. Kliman, an individual
By: InterWest Management Partners IX,   By: InterWest Management Partners IX,
    LLC,                                    LLC,
    as Attorney-in-Fact                      as Attorney-in-Fact

By:  /s/ Karen A. Wilson                By:  /s/ Karen A. Wilson
   -----------------------------------     -------------------------------------
     Karen A. Wilson, Power of Attorney      Karen A. Wilson, Power of Attorney

Philip T. Gianos, an individual         Arnold L. Oronsky, an individual
By: InterWest Management Partners IX,   By: InterWest Management Partners IX,
    LLC,                                    LLC,
    as Attorney-in-Fact                     as Attorney-in-Fact

By:  /s/ Karen A. Wilson                By:  /s/ Karen A. Wilson
   -----------------------------------     -------------------------------------
     Karen A. Wilson, Power of Attorney      Karen A. Wilson, Power of Attorney

W. Stephen Holmes, an individual        Khaled A. Nasr, an individual
By: InterWest Management Partners IX,   By: InterWest Management Partners IX,
    LLC,                                    LLC,
    as Attorney-in-Fact                     as Attorney-in-Fact

By:  /s/ Karen A. Wilson                By:  /s/ Karen A. Wilson
   -----------------------------------       -----------------------------------
     Karen A. Wilson, Power of Attorney      Karen A. Wilson, Power of Attorney

Nina Kjellson, an individual            Douglas A. Pepper, an individual
By: InterWest Management Partners IX,   By: InterWest Management Partners IX,
    LLC,                                    LLC,
    as Attorney-in-Fact                     as Attorney-in-Fact

By:  /s/ Karen A. Wilson                By:  /s/ Karen A. Wilson
   -----------------------------------     -------------------------------------
     Karen A. Wilson, Power of Attorney      Karen A. Wilson, Power of Attorney