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SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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X
 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Clarus Lifesciences II, L.P.
(Last) (First) (Middle)
C/O CLARUS VENTURES, LLC
101 MAIN STREET, SUITE 1210
(Street)
CAMBRIDGE MA 02142
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Ophthotech Corp. [ OPHT ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/26/2015
4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/26/2015 J(1) 1,554,744 D $0 0 D(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Clarus Lifesciences II, L.P.
(Last) (First) (Middle)
C/O CLARUS VENTURES, LLC
101 MAIN STREET, SUITE 1210
(Street)
CAMBRIDGE MA 02142
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Clarus Ventures II GP, L.P.
(Last) (First) (Middle)
C/O CLARUS VENTURES, LLC
101 MAIN STREET, SUITE 1210
(Street)
CAMBRIDGE MA 02142
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Clarus Ventures II, LLC
(Last) (First) (Middle)
C/O CLARUS VENTURES, LLC
101 MAIN STREET, SUITE 1210
(Street)
CAMBRIDGE MA 02142
(City) (State) (Zip)
1. Name and Address of Reporting Person*
GALAKATOS NICHOLAS
(Last) (First) (Middle)
C/O CLARUS VENTURES, LLC
101 MAIN STREET, SUITE 1210
(Street)
CAMBRIDGE MA 02142
(City) (State) (Zip)
1. Name and Address of Reporting Person*
HENNER DENNIS
(Last) (First) (Middle)
C/O CLARUS VENTURES, LLC
101 MAIN STREET, SUITE 1210
(Street)
CAMBRIDGE MA 02142
(City) (State) (Zip)
1. Name and Address of Reporting Person*
LIPTAK ROBERT
(Last) (First) (Middle)
C/O CLARUS VENTURES, LLC
101 MAIN STREET, SUITE 1210
(Street)
CAMBRIDGE MA 02142
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Simon Nicholas
(Last) (First) (Middle)
C/O CLARUS VENTURES, LLC
101 MAIN STREET, SUITE 1210
(Street)
CAMBRIDGE MA 02142
(City) (State) (Zip)
1. Name and Address of Reporting Person*
STEINMETZ MICHAEL
(Last) (First) (Middle)
C/O CLARUS VENTURES, LLC
101 MAIN STREET, SUITE 1210
(Street)
CAMBRIDGE MA 02142
(City) (State) (Zip)
1. Name and Address of Reporting Person*
WHEELER KURT
(Last) (First) (Middle)
C/O CLARUS VENTURES, LLC
101 MAIN STREET, SUITE 1210
(Street)
CAMBRIDGE MA 02142
(City) (State) (Zip)
Explanation of Responses:
1. Distribution of shares by a limited partnership to its partners for no consideration.
2. Securities held of record by Clarus Lifesciences II, L.P. ("Clarus"). Clarus Ventures II GP, L.P. (the "GPLP"), as the sole general partner of Clarus, may be deemed to beneficially own certain of the shares held of record by Clarus. The GPLP disclaims beneficial ownership of all shares held of record by Clarus in which the GPLP does not have an actual pecuniary interest. Clarus Ventures II, LLC (the "GPLLC"), as the sole general partner of the GPLP, may be deemed to beneficially own certain of the shares held of record by Clarus. Each of Messrs. Galakatos, Henner, Liptak, Simon, Steinmetz and Wheeler, as individual Managing Directors of the GPLLC, may be deemed to beneficially own certain of the shares held of record by Clarus. Each of the GPLLC and Messrs. Galakatos, Henner, Liptak, Simon, Steinmetz and Wheeler disclaims beneficial ownership of all shares held of record by Clarus in which it or he, as applicable, does not have an actual pecuniary interest.
Remarks:
/s/ Robert Liptak, Manager of Clarus Ventures II, LLC, general partner of Clarus Ventures II GP, L.P., general partner of Clarus Lifesciences II, L.P. 05/28/2015
/s/Robert Liptak, Manager of Clarus Ventures II, LLC, general partner of Clarus Venture II GP, L.P. 05/28/2015
/s/ Robert Liptak, Manager of Clarus Ventures II, LLC 05/28/2015
/s/Robert Liptak, on behalf of Dennis Henner 05/28/2015
/s/ Robert Liptak, on behalf of Nicholas Galakatos 05/28/2015
/s/ Robert Liptak 05/28/2015
/s/ Robert Liptak, on behalf of Nicholas Simon 05/28/2015
/s/ Robert Liptak, on behalf of Michael Steinmetz 05/28/2015
/s/ Robert Liptak, on behalf of Kurt Wheeler 05/28/2015
** 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 4 (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, that each person whose signature appears below hereby

constitutes and appoints Robert Liptak with full power to act singly, his true and lawful

attorney-in-fact, with full power of substitution, to: (i) sign any and all instruments,

certificates and documents that may be necessary, desirable or appropriate to be executed on

behalf of himself as an individual or in his capacity as a general partner of any

partnership or limited liability company, pursuant to Section 13 or 16 of the Securities

Exchange Act of 1934, as amended, and any and all regulations promulgated thereunder, (ii)

file the same (including any amendments thereto), with all exhibits thereto, and any other

documents in connection therewith, with the Securities and Exchange Commission, and any

stock exchange or similar authority and (iii) take any other action of any type whatsoever

in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of

benefit to, in the best interest of, or legally required by, the undersigned, it being

understood that the documents executed by such attorney-in-fact on behalf of the undersigned

pursuant to this power of attorney shall be in such form and shall contain such terms and

conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion,

granting unto said attorney-in-fact full power and authority to do and perform each and

every act and thing necessary, desirable or appropriate.



Each of the undersigned hereby grant to the attorney-in-fact full power and authority to do

and perform any and every act and thing whatsoever requisite, necessary or proper to be done

in the exercise of any of the rights and powers herein granted, as fully to all intents and

purposes as the undersigned might or could do if personally present with full power of

substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact

or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done

by virtue of this power of attorney and the rights and powers herein granted.



This power of attorney shall remain in full force and effect until revoked by the

undersigned in a signed writing delivered to the attorney-in-fact.



IN WITNESS WHEREOF, this Power of Attorney has been signed as of the 11th day of April,

2008.





  /s/ Nicholas Galakatos

 Nicholas Galakatos





  /s/ Dennis Henner

 Dennis Henner





  /s/ Jeffrey Leiden

 Jeffrey Leiden





  /s/ Nick Simon

 Nick Simon





  /s/ Michael Steinmetz

 Michael Steinmetz





  /s/ Kurt Wheeler

 Kurt Wheeler