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

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

FEDERMAN IRWIN

(Last)

(First)

(Middle)

2735 SAND HILL ROAD

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/17/2011

3. Issuer Name and Ticker or Trading Symbol
INTERMOLECULAR INC [ IMI ]

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

X	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)
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 B Convertible Preferred Stock⁽¹⁾	⁽²⁾	⁽³⁾	Common Stock	3,749,953	$0	I	Directly owned by USVP IX⁽⁴⁾
Series C Convertible Preferred Stock⁽¹⁾	⁽²⁾	⁽³⁾	Common Stock	1,021,760	$0	I	Directly owned by USVP IX⁽⁴⁾
Series D Convertible Preferred Stock⁽¹⁾	⁽²⁾	⁽³⁾	Common Stock	359,001	$0	I	Directly owned by USVP IX⁽⁴⁾
Series E Convertible Preferred Stock⁽¹⁾	⁽²⁾	⁽³⁾	Common Stock	246,005	$0	I	Directly owned by USVP IX⁽⁴⁾

Explanation of Responses:

1. Each share of Series B, Series C, Series D and Series E Convertible Preferred Stock shall automatically convert on a 1-for-2 basis into Common Stock upon the consummation of the Issuer's initial public offering.

2. The securities are immediately convertible.

3. The expiration date is not relevant to the conversion of these securities.

4. This report is one of two reports each on a separate Form 3; however, these forms are related to the same transaction being filed by the reporting persons. Presidio Management Group IX, LLC ("PMG IX") is the general partner of US Venture Partners IX, L.P. ("USVP IX") and Irwin Federman, Winston S. Fu, Steven M. Krausz, David E. Liddle, Paul A Matteucci, Jonathan D. Root, Christopher J. Rust, Casey M. Tansey, and Philip M. Young, the managing members of PMG IX, may be deemed to share voting and dispositive power over the shares held by USVP IX. Such persons and entities disclaim beneficial ownership of shares held by USVP IX, except to the extent of any proportionate pecuniary interest therein.

Remarks:

	Michael P. Maher - Attorney in Fact for the reporting person	11/17/2011
	** 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.
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.