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^*

Polaris Venture Management Co IV LLC

(Last)

(First)

(Middle)

C/O POLARIS VENTURE PARTNERS

1000 WINTER STREET

(Street)

WALTHAM

02451

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/21/2010

3. Issuer Name and Ticker or Trading Symbol
ALIMERA SCIENCES INC [ ALIM ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)	X	Other (specify below)
		May be part of 13(d) group

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Series A Preferred Stock	⁽¹⁾	⁽²⁾	Common Stock	28,601⁽³⁾	⁽⁴⁾	I	See Footnote⁽⁷⁾⁽⁸⁾
Series B Preferred Stock	⁽¹⁾	⁽²⁾	Common Stock	20,650⁽³⁾	⁽⁵⁾	I	See Footnote⁽⁷⁾⁽⁸⁾
Series C Preferred Stock	⁽¹⁾	⁽²⁾	Common Stock	21,230⁽³⁾	⁽⁵⁾	I	See Footnote⁽⁷⁾⁽⁸⁾
Series C-1 Preferred Stock	⁽¹⁾	⁽²⁾	Common Stock	10,317⁽³⁾	⁽⁵⁾	I	See Footnote⁽⁷⁾⁽⁸⁾
Series A Preferred Stock	⁽¹⁾	⁽²⁾	Common Stock	1,620,753⁽³⁾	⁽⁶⁾	I	See Footnote⁽⁹⁾
Series B Preferred Stock	⁽¹⁾	⁽²⁾	Common Stock	1,101,216⁽³⁾	⁽⁵⁾	I	See Footnote⁽⁹⁾
Series C Preferred Stock	⁽¹⁾	⁽²⁾	Common Stock	1,132,488⁽³⁾	⁽⁵⁾	I	See Footnote⁽⁹⁾
Series C-1 Preferred Stock	⁽¹⁾	⁽²⁾	Common Stock	564,198⁽³⁾	⁽⁵⁾	I	See Footnote⁽⁹⁾

1. Name and Address of Reporting Person^*

Polaris Venture Management Co IV LLC

(Last)

(First)

(Middle)

C/O POLARIS VENTURE PARTNERS

1000 WINTER STREET

(Street)

WALTHAM

02451

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)	X	Other (specify below)
		May be part of 13(d) group

1. Name and Address of Reporting Person^*

SPOON ALAN G

(Last)

(First)

(Middle)

C/O POLARIS VENTURE PARTNERS

1000 WINTER STREET

(Street)

WALTHAM

02451

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)	X	Other (specify below)
		May be part of 13(d) group

1. Name and Address of Reporting Person^*

MCGUIRE TERRANCE

(Last)

(First)

(Middle)

C/O POLARIS VENTURE PARTNERS

1000 WINTER STREET

(Street)

WALTHAM

02451

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)	X	Other (specify below)
		May be part of 13(d) group

1. Name and Address of Reporting Person^*

POLARIS VENTURE PARTNERS IV LP

(Last)

(First)

(Middle)

C/O POLARIS VENTURE PARTNERS

1000 WINTER STREET

(Street)

WALTHAM

02451

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)	X	Other (specify below)
		May be part of 13(d) group

1. Name and Address of Reporting Person^*

POLARIS VENTURE PARTNERS ENTREPRENEURS FUND IV LP

(Last)

(First)

(Middle)

C/O POLARIS VENTURE PARTNERS

1000 WINTER STREET

(Street)

WALTHAM

02451

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)	X	Other (specify below)
		May be part of 13(d) group

1. Name and Address of Reporting Person^*

Flint Jonathan A

(Last)

(First)

(Middle)

C/O POLARIS VENTURE PARTNERS

1000 WINTER STREET

(Street)

WALTHAM

02451

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)	X	Other (specify below)
		May be part of 13(d) group

Explanation of Responses:

1. Immediately.

2. Not applicable.

3. Reflects a 3.4-for-1 reverse stock split, effective as of immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-162782).

4. 27,090 shares of Series A Preferred Stock will automatically convert into 28,601 shares of common stock, to occur upon the consummation of an underwritten public offering pursuant to an effective registration statement under the Securities Act of 1933.

5. Each outstanding share of preferred stock will automatically convert into 1 share of common stock, to occur upon the consummation of an underwritten public offering pursuant to an effective registration statement under the Securities Act of 1933.

6. 1,535,091 shares of Series A Preferred Stock will automatically convert into 1,620,753 shares of common stock, to occur upon the consummation of an underwritten public offering pursuant to an effective registration statement under the Securities Act of 1933.

7. The reportable securities are owned directly by Polaris Venture Partners Entrepreneurs' Fund IV, L.P. ("PVPE IV"). Polaris Venture Management Co. IV, L.L.C. ("PVM IV") is the general partner of PVPE IV. PVM IV disclaims beneficial ownership of these securities and this report shall not be deemed an admission that PVM IV is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of its pecuniary interest therein. Each of Jonathan A. Flint ("Flint"), Terrance G. McGuire ("McGuire") and Alan G. Spoon ("Spoon") are the managing members of PVM IV. Bryce Youngren ("Youngren") holds voting power in the reportable securities owned by PVPE IV.

8. Each of Flint, McGuire, Spoon and Youngren disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their pecuniary interest therein.

9. The reportable securities are owned directly by Polaris Venture Partners IV, L.P. ("PVP IV"). PVM IV is the general partner of PVP IV. PVM IV disclaims beneficial ownership of these securities and this report shall not be deemed an admission that PVM IV is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of its pecuniary interest therein. Each of Flint, McGuire Spoon are the managing members of PVM IV. Youngren holds voting power in the reportable securities owned by PVP IV. Each of Flint, McGuire, Spoon and Youngren disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their pecuniary interest therein.

	/s/ Alan Spoon	04/21/2010
	/s/ Jonathan A. Flint	04/21/2010
	/s/ Terrance G. McGuire	04/21/2010
	/s/ William Bilodeau, Polaris Venture Management Co. IV, L.L.C.	04/21/2010
	/s/ William Bilodeau, Polaris Venture Partners IV, L.P.	04/21/2010
	/s/ William Bilodeau, Polaris Venture Partners Entrepreneurs? Fund IV, L.P.	04/21/2010
	** 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).
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