Ownership Submission
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Sanderling Venture Partners V, LP
2. Date of Event Requiring Statement (Month/Day/Year)
04/10/2013
3. Issuer Name and Ticker or Trading Symbol
CHIMERIX INC [CMRX]
(Last)
(First)
(Middle)
400 SOUTH EL CAMINO REAL, SUITE 1200
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 Original Filed(Month/Day/Year)
(Street)

SAN MATEO, CA 94402
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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)
Common Stock 112,674
I
SEE FOOTNOTE (1)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: 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   (2)   (2) Common Stock 183,096 $ (2) I SEE FOOTNOTE (1)
Series B Preferred Stock   (3)   (3) Common Stock 474,330 $ (3) I SEE FOOTNOTE (1)
Series B-1 Preferred Stock   (4)   (4) Common Stock 469,480 $ (4) I SEE FOOTNOTE (1)
Series C Preferred Stock   (5)   (5) Common Stock 695,496 $ (5) I SEE FOOTNOTE (1)
Series D Preferred Stock   (6)   (6) Common Stock 771,372 $ (6) I SEE FOOTNOTE (1)
Series E Preferred Stock   (7)   (7) Common Stock 619,852 $ (7) I SEE FOOTNOTE (1)
Series F Preferred Stock   (8)   (8) Common Stock 792,037 $ (8) I SEE FOOTNOTE (1)
Warrants   (9) 02/11/2018 Common Stock 198,008 $ 7.26 I SEE FOOTNOTE (1)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Sanderling Venture Partners V, LP
400 SOUTH EL CAMINO REAL
SUITE 1200
SAN MATEO, CA 94402
    X    
SANDERLING V BIOMEDICAL LP

 
    X    
SANDERLING V LTD PARTNERSHIP
400 SOUTH EL CAMINO REAL STE 1200
SAN MATEO, CA 94402-1708
    X    
SANDERLING V BETEILIGUNGS GMBH & CO KG
400 SOUTH EL CAMINO REAL
STE 1200
SAN MATEO, CA 94402-1708
    X    
SANDERLING VENTURES MANAGEMENT V
400 SOUTH EL CAMINO REAL STE 1200
SAN MATEO, CA 94402-1708
    X    
SANDERLING V BIOMEDICAL CO INVESTMENT FUND LP
400 SOUTH EL CAMINO REAL
STE 1200
SAN MATEO, CA 94402-1708
    X    
Sanderling Venture Partners V Co Investment Fund, LP
400 SOUTH EL CAMINO REAL
SUITE 1200
SAN MATEO, CA 94402
    X    
Sanderling V Strategic Exit Fund LP
400 SOUTH EL CAMINO REAL
SUITE 1200
SAN MATEO, CA 94402
    X    
Sanderling Venture Partners VI Co Investment Fund LP
400 SOUTH EL CAMINO REAL STE 1200
SAN MATEO, CA 94402-1708
    X    
Sanderling VI Beteiligungs GmbH & Co KG
400 SOUTH EL CAMINO REAL, SUITE 1200
SAN MATEO, CA 94402
    X    

Signatures

See Signatures Included in Exhibit 99.2 04/10/2013
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) See attached Exhibit 99.1.
(2) The Series A Preferred Stock has no expiration date and is convertible at any time at the option of the holder and will automatically convert upon the closing of the Issuer's initial public offering, at a conversion ratio of 1 share of Common Stock for every 3.55 shares of Series A Preferred Stock, for no additional consideration.
(3) The Series B Preferred Stock has no expiration date and is convertible at any time at the option of the holder and will automatically convert upon the closing of the Issuer's initial public offering, at a conversion ratio of 1 share of Common Stock for every 3.55 shares of Series B Preferred Stock, for no additional consideration.
(4) The Series B-1 Preferred Stock has no expiration date and is convertible at any time at the option of the holder and will automatically convert upon the closing of the Issuer's initial public offering, at a conversion ratio of 1 share of Common Stock for every 3.55 shares of Series B-1 Preferred Stock, for no additional consideration.
(5) The Series C Preferred Stock has no expiration date and is convertible at any time at the option of the holder and will automatically convert upon the closing of the Issuer's initial public offering, at a conversion ratio of 1 share of Common Stock for every 3.55 shares of Series C Preferred Stock, for no additional consideration.
(6) The Series D Preferred Stock has no expiration date and is convertible at any time at the option of the holder and will automatically convert upon the closing of the Issuer's initial public offering, at a conversion ratio of 1 share of Common Stock for every 3.55 shares of Series D Preferred Stock, for no additional consideration.
(7) The Series E Preferred Stock has no expiration date and is convertible at any time at the option of the holder and will automatically convert upon the closing of the Issuer's initial public offering, at a conversion ratio of 1 share of Common Stock for every 3.55 shares of Series E Preferred Stock, for no additional consideration.
(8) The Series F Preferred Stock has no expiration date and is convertible at any time at the option of the holder and will automatically convert upon the closing of the Issuer's initial public offering, at a conversion ratio of 1 share of Common Stock for every 3.55 shares of Series F Preferred Stock, for no additional consideration.
(9) The warrants are immediately exercisable.
 
Remarks:
Form 3 filing 1 of 2. See Form 3 filing 2 of 2 for additional members of this joint filing.

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