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 *
Versant Ventures II LLC
   2. Issuer Name and Ticker or Trading Symbol
Inogen Inc [INGN] 		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)
ONE SANSOME STREET, SUITE 3630		 3. Date of Earliest Transaction (Month/Day/Year)
12/23/2014
(Street)

SAN FRANCISCO, CA 94104		 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               31,334 I See Footnote (1)
Common Stock               14,764 I See Footnote (2)
Common Stock               2,041,988 I See Footnote (3)
Common Stock               7,946 I By Lubash Moses LLC and Evan Michael Moses Trust (4) (5)
Common Stock               4,280 I By Robertson Family Trust (6)
Common Stock               35,446 D (7)  
Common Stock 12/23/2014   S   9,785 D $ 29.7403 (8) 0 D (9)  

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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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Versant Ventures II LLC
ONE SANSOME STREET
SUITE 3630
SAN FRANCISCO, CA 94104		     X    
Versant Venture Capital II, LP
ONE SANSOME STREET
SUITE 3630
SAN FRANCISCO, CA 94104		     X    
Versant Side Fund II, LP
ONE SANSOME STREET
SUITE 3630
SAN FRANCISCO, CA 94104		     X    
Versant Affiliates Fund II-A, LP
ONE SANSOME STREET
SUITE 3630
SAN FRANCISCO, CA 94104		     X    
ROBERTSON REBECCA B
ONE SANSOME STREET
SUITE 3630
SAN FRANCISCO, CA 94104		     X    
Bolzon Bradley J PhD
ONE SANSOME STREET
SUITE 3630
SAN FRANCISCO, CA 94104		     X    
Warden Charles M
ONE SANSOME STREET
SUITE 3630
SAN FRANCISCO, CA 94104		     X    
LUBASH BARBARA N
ONE SANSOME STREET
SUITE 3630
SAN FRANCISCO, CA 94104		     X    

Signatures

 /s/ Robin L. Praeger   12/29/2014
**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 shares are held by Versant Affiliates Fund II-A, L.P. ("VAF II-A"). Versant Ventures II, LLC ("VV II") serves as the sole general partner of VAF II-A. Brian G. Atwood, Samuel D. Colella, Ross A. Jaffe, William J. Link, Ph.D., Donald B. Milder, Rebecca B. Robertson, Bradley J. Bolzon, Charles M. Warden, and Barbara N. Lubash are directors and/or members of VV II and share voting and dispositive power over the shares held by VAF II-A, however, each disclaim beneficial ownership of these shares, except to the extent of their pecuniary interest in such shares.
(2) The shares are held by Versant Side Fund II, L.P. ("VSF II"). VV II serves as the sole general partner of VSF II. Brian G. Atwood, Samuel D. Colella, Ross A. Jaffe, William J. Link, Ph.D., Donald B. Milder, Rebecca B. Robertson, Bradley J. Bolzon, Charles M. Warden, and Barbara N. Lubash are directors and/or members of VV II and share voting and dispositive power over the shares held by VSF II, however, each disclaim beneficial ownership of these shares, except to the extent of their pecuniary interest in such shares.
(3) The shares are held by Versant Venture Capital II, L.P. ("VVC II"). VV II serves as the sole general partner of VVC II. Brian G. Atwood, Samuel D. Colella, Ross A. Jaffe, William J. Link, Ph.D., Donald B. Milder, Rebecca B. Robertson, Bradley J. Bolzon, Charles M. Warden, and Barbara N. Lubash are directors and/or members of VV II and share voting and dispositive power over the shares held by VVC II, however, each disclaim beneficial ownership of these shares, except to the extent of their pecuniary interest in such shares.
(4) The shares are held by Lubash Moses LLC (the "LLC") for the benefit of Barbara N. Lubash. Barbara N. Lubash is a manager of the LLC.
(5) The shares are held by the Evan Michael Moses Trust for the benefit of one or more family member of Barbara Lubash.
(6) The shares are held by the Robertson Family Trust (the "Trust") for the benefit of Rebecca Robertson. Rebecca Robertson is a trustee of the Trust. The Reporting Person disclaims beneficial ownership of the shares except to the extent of her proportionate pecuniary interest therein.
(7) The shares are held by Bradley J. Bolzon.
(8) Price reflected is the weighted-average sale price for shares sold. The range of the sale prices for the transaction was $29.5 and $30.05 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or security holder of the Issuer, full information regarding the number of shares sold at each separate price.
(9) The shares are held by Charles M. Warden.
 
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