Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN 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 *
LVP GP III, LLC
  2. Issuer Name and Ticker or Trading Symbol
Evoke Pharma Inc [EVOK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
1 EMBARCADERO CENTER, SUITE 4050
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2013
(Street)

SAN FRANCISCO, CA 94111
4. If Amendment, Date 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
(City)
(State)
(Zip)
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 09/30/2013   C   1,054,262 A (1) 1,054,262 I Directly owned by LVP III (2) (3)
Common Stock 09/30/2013   C   52,711 A (1) 52,711 I Directly owned by Associates (2) (3)
Common Stock 09/30/2013   C   26,356 A (1) 26,356 I Directly owned by Partners (2) (3)
Common Stock               5,250 I Directly owned by LVPMC (2) (3)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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 of Derivative Security: 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
Series A Preferred Stock (1) (1) 09/30/2013   C     5,271,317   (4)   (5) Common Stock 1,054,262 (1) 0 I Directly owned by LVP III (2) (3)
Series A Preferred Stock (1) (1) 09/30/2013   C     263,566   (4)   (5) Common Stock 52,711 (1) 0 I Directly owned by Associates (2) (3)
Series A Preferred Stock (1) (1) 09/30/2013   C     131,784   (4)   (5) Common Stock 26,356 (1) 0 I Directly owned by Partners (2) (3)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
LVP GP III, LLC
1 EMBARCADERO CENTER, SUITE 4050
SAN FRANCISCO, CA 94111
    X    
LATTERELL PATRICK F
1 EMBARCADERO CENTER, SUITE 4050
SAN FRANCISCO, CA 94111
    X    
LVP III Associates, L.P.
1 EMBARCADERO CENTER, SUITE 4050
SAN FRANCISCO, CA 94111
    X    
LVP III Partners LP
1 EMBARCADERO CENTER, SUITE 4050
SAN FRANCISCO, CA 94111
    X    
LVPMC, LLC
1 EMBARCADERO CENTER, SUITE 4050
SAN FRANCISCO, CA 94111
    X    
LVP LIFE SCIENCE VENTURES III L.P.
1 EMBARCADERO CENTER, SUITE 4050
SAN FRANCISCO, CA 94111
    X    

Signatures

 /s/ Patrick Latterell, Manager of LVPMC, LLC and Managing Member of LVP GP III, LLC, the General Partner of LVP Life Science Ventures III, L.P., LVP III Associates, L.P. and LVP III Partners, L.P.   10/02/2013
**Signature of Reporting Person Date

 Patrick F. Latterell   10/02/2013
**Signature of Reporting Person Date

 Patrick F. Latterell, Managing Member of LVP GP III, LLC   10/02/2013
**Signature of Reporting Person Date

 Patrick F. Latterell, Managing Member of LVP GP III, LLC, General Partner of LVP Partners, L.P.   10/02/2013
**Signature of Reporting Person Date

 Patrick F. Latterell, Manager of LVPMC, LLC   10/02/2013
**Signature of Reporting Person Date

 Patrick F. Latterell, Managing Member of LVP GP III, LLC, General Partner of LVP Life Science Ventures III, L.P.   10/02/2013
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The outstanding shares of Series A Preferred Stock automatically converted on a five-to-one basis into shares of Common Stock rounded down to the next whole number for no additional consideration immediately prior to the consummation of the Issuer's initial public offering.
(2) The reported securities are owned directly by each of LVPMC, LLC ("LVPMC"), LVP Life Science Ventures III, L.P. ("LVP III"), LVP III Associates, L.P. ("Associates") and LVP III Partners, L.P. ("Partners"). LVP GP III, LLC ("GP III") is the general partner of LVP III, Associates and Partners. (Continued on Footnote 3.)
(3) GP III may be deemed to have sole voting power and dispositive power over the shares held by LVP III, Associates and Partners. Each of GP III and Patrick Latterell, the managing member of GP III and the manager of LVPMC, may be deemed to share voting and dispositive power over the reported securities and disclaim beneficial ownership of the reported securities held by LVPMC, LVP III, Associates and Partners except to the extent of any pecuniary interest therein. Kenneth J. Widder, M.D., as a member of GP III, may be deemed to share voting and dispositive power over the reported securities held by LVP III, Associates and Partners, and disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein.
(4) The securities are immediately convertible.
(5) The securities have no expiration date.

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