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KLEINER PERKINS CAUFIELD & BYERS X A LP filed this Form 3 on 04/25/2007
Entire Document
 
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*
KLEINER PERKINS CAUFIELD & BYERS X A LP

(Last) (First) (Middle)
2750 SAND HILL ROAD

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
04/25/2007
3. Issuer Name and Ticker or Trading Symbol
Orexigen Therapeutics, Inc. [ OREX ]
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)
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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Preferred Stock (1) (2) Common Stock 1,159,830 (3) D(4)
Series B Preferred Stock (1) (2) Common Stock 790,794 (3) D(4)
Series C Preferred Stock (1) (2) Common Stock 624,949 (3) D(4)
Explanation of Responses:
1. Immediately exercisable
2. Shares do not expire
3. Upon consummation of its initial public offering, every 2 shares of the issuer's Preferred Stock will be converted into 1 share of Common Stock. This conversion rate is reflected in the amount of securities underlying the derivative securities reported in column 3.
4. Shares Held Directly by Kleiner Perkins Caufield & Byers X-A, L.P. are for convenience held in the name of "KPCB Holdings, Inc. as nominee" for their accounts. KPCB Holdings has no voting, dispositive or pecuniary Interest in the shares.
/s/ Joseph S Lacob, Manager of KPCB X Associates, LLC, General Partner of the Reporting Person 04/25/2007
** 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.
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