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 *
  RIPLEY DANIEL L.
2. Date of Event Requiring Statement (Month/Day/Year)
01/26/2017
3. Issuer Name and Ticker or Trading Symbol
Conatus Pharmaceuticals Inc. [CNAT]
(Last)
(First)
(Middle)
C/O CONATUS PHARMACEUTICALS INC., 16745 WEST BERNARDO DRIVE, SUITE 200
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP, Bus Dev, P&A Mgmt
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SAN DIEGO, CA 92127
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ 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 27,701
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
Stock Option (Right to Buy)   (2) 03/06/2023 Common Stock 7,272 $ 2.31 D  
Stock Option (Right to Buy)   (3) 02/06/2024 Common Stock 15,000 $ 9.45 D  
Stock Option (Right to Buy)   (4) 10/01/2024 Common Stock 50,000 $ 6.47 D  
Stock Option (Right to Buy)   (5) 02/03/2026 Common Stock 20,000 $ 1.85 D  
Stock Option (Right to Buy)   (6) 02/03/2026 Common Stock 10,000 $ 1.85 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
RIPLEY DANIEL L.
C/O CONATUS PHARMACEUTICALS INC.
16745 WEST BERNARDO DRIVE, SUITE 200
SAN DIEGO, CA 92127
      SVP, Bus Dev, P&A Mgmt  

Signatures

/s/ Charles J. Cashion, Attorney-in-Fact for Daniel L. Ripley 02/02/2017
**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) Held by family trust of which the Reporting Person is a trustee.
(2) The option was granted on March 7, 2013. 25% of the total number of shares of common stock subject to the option vested on March 7, 2014, and 1/48th of the total number of shares of common stock subject to the option vest monthly thereafter, subject to the Reporting Person's continued employment or service relationship with the Issuer on each such vesting date.
(3) The option was granted on February 7, 2014. 25% of the total number of shares of common stock subject to the option vested on February 7, 2015, and 1/48th of the total number of shares of common stock subject to the option vest monthly thereafter, subject to the Reporting Person's continued employment or service relationship with the Issuer on each such vesting date.
(4) The option was granted on October 2, 2014. 25% of the total number of shares of common stock subject to the option vested on October 2, 2015, and 1/48th of the total number of shares of common stock subject to the option vest monthly thereafter, subject to the Reporting Person's continued employment or service relationship with the Issuer on each such vesting date.
(5) The option was granted on February 4, 2016. 25% of the total number of shares of common stock subject to the option will vest on February 4, 2017, and 1/48th of the total number of shares of common stock subject to the option will vest monthly thereafter, subject to the Reporting Person's continued employment or service relationship with the Issuer on each such vesting date.
(6) Immediately exercisable.

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