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Ownership Document
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| Schema Version: X0306 |
| Document Type: 4 |
| Period of Report: 11/13/13 |
| Not Subject to Section 16: 0 |
| Issuer: |
| Issuer CIK: 1497253 |
| Issuer Name: ORGANOVO HOLDINGS, INC. |
| Issuer Trading Symbol: ONVO |
| Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1536583 |
| | Owner Name: Murphy Keith |
| Reporting Owner Address: |
| | Owner Street 1: 6275 NANCY RIDGE DRIVE, SUITE 110 |
| | Owner Street 2: |
| | Owner City: SAN DIEGO |
| | Owner State: CA |
| | Owner ZIP Code: 92121 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? Yes |
| | Is Ten Percent Owner? No |
| | Is Other? No |
| | Officer Title: Chairman, CEO and President |
| Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 11/13/13 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | | Footnote ID: F1 |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 100,000 |
| | | Transaction Price Per Share: |
| Value: 9.6383 |
| Footnote ID: F2 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 6,301,748 |
| Footnote ID: F3 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Footnotes: |
| Footnote - F1: The sale of shares was effecutated pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person. |
| Footnote - F2: This transaction was executed in multiple sales through a sale order executed by a broker-dealer at prices ranging from $9.50 to $9.95. The price reported in this column reflects the weighted average sale price. The Reporting Person will provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. |
| Footnote - F3: This number does not include 294,344 shares of common stock underlying outstanding options and 30,000 shares of common stock underlying warrants held by Mr. Murphy; post-transaction Mr. Murphy continues to beneficially own or have a right to acquire 6,626,092 shares of common stock. |
| Owner Signature: |
| Signature Name: /s/ Keith Murphy |
| Signature Date: 11/15/13 |
