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 *
  ARBORETUM VENTURES II LP
2. Date of Event Requiring Statement (Month/Day/Year)
02/12/2014
3. Issuer Name and Ticker or Trading Symbol
Inogen Inc [INGM]
(Last)
(First)
(Middle)
303 DETROIT STREET, SUITE 301
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

ANN ARBOR, MI 48104
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 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 10,432
I
See Footnote (2)
Common Stock 6,954
I
See Footnote (3)

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
Series D Preferred Stock 02/12/2014   (1) Common Stock 59,931 $ 0 I See Footnote (2)
Series E Preferred Stock 02/12/2014   (1) Common Stock 53,548 $ 0 I See Footnote (2)
Series F Preferred Stock 02/12/2014   (1) Common Stock 33,612 $ 0 I See Footnote (2)
Series D Preferred Stock 02/12/2014   (1) Common Stock 39,953 $ 0 I See Footnote (3)
Series E Preferred Stock 02/12/2014   (1) Common Stock 35,698 $ 0 I See Footnote (3)
Series F Preferred Stock 02/12/2014   (1) Common Stock 22,408 $ 0 I See Footnote (3)
Series D Preferred Stock 02/12/2014   (1) Common Stock 23,121 $ 0 I See Footnote (4)
Series F Preferred Stock 02/12/2014   (1) Common Stock 975,846 $ 0 I See Footnote (4)
Series G Preferred Stock 02/12/2014   (1) Common Stock 345,168 $ 0 I See Footnote (4)
Series D Preferred Stock 02/12/2014   (1) Common Stock 5,417 $ 0 I See Footnote (5)
Series F Preferred Stock 02/12/2014   (1) Common Stock 228,636 $ 0 I See Footnote (5)
Series G Preferred Stock 02/12/2014   (1) Common Stock 80,871 $ 0 I See Footnote (5)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ARBORETUM VENTURES II LP
303 DETROIT STREET, SUITE 301
ANN ARBOR, MI 48104
    X    
Arboretum Ventures, LLC
303 DETROIT STREET, SUITE 301
ANN ARBOR, MI 48104
    X    
Arboretum Investment Manager, LLC
303 DETROIT STREET, SUITE 301
ANN ARBOR, MI 48104
    X    
Arboretum Investment Manager IIa, LLC
303 DETROIT STREET, SUITE 301
ANN ARBOR, MI 48104
    X    
Arboretum Ventures 1-A, LLC
303 DETROIT STREET, SUITE 301
ANN ARBOR, MI 48104
    X    
ARBORETUM VENTURES 11A LP
303 DETROIT STREET, SUITE 301
ANN ARBOR, MI 48104
    X    
Arboretum Investment Manager II, LLC
303 DETROIT STREET, SUITE 301
ANN ARBOR, MI 48104
    X    
Garfinkle Jan L.
303 DETROIT STREET, SUITE 301
ANN ARBOR, MI 48104
    X    

Signatures

ARBORETUM VENTURES 1, LLC By: Arboretum Investment Manager, LLC Its: Manager By: Arboretum Ventures, Inc. Its: Manager By: /s/ Jan L. Garfinkle, President 02/12/2014
**Signature of Reporting Person Date

ARBORETUM VENTURES II, L.P. By: Arboretum Investment Manager II, LLC Its: General Partner By: /s/ Jan L. Garfinkle, Managing Director 02/12/2014
**Signature of Reporting Person Date

ARBORETUM INVESTMENT MANAGER, LLC By: Arboretum Ventures, Inc. Its: Manager By: /s/ Jan L. Garfinkle, President 02/12/2014
**Signature of Reporting Person Date

ARBORETUM INVESTMENT MANAGER IIA, LLC By: Arboretum Investment Manager II, LLC Its: Manager By: /s/ Jan L. Garfinkle, Managing Director 02/12/2014
**Signature of Reporting Person Date

ARBORETUM VENTURE 1-A, LLC By: Arboretum Investment Manager, LLC Its: Manager By: Arboretum Ventures, Inc. Its: Manager By: /s/ Jan L. Garfinkle, President 02/12/2014
**Signature of Reporting Person Date

ARBORETUM VENTURES IIA, L.P. By: Arboretum Investment Manager IIa, LLC Its: General Partner By: Arboretum Investment Manager II, LLC Its: Manager By: /s/ Jan L. Garfinkle, Managing Director 02/12/2014
**Signature of Reporting Person Date

ARBORETUM INVESTMENT MANAGER II, LLC By: /s/ Jan L. Garfinkle, Managing Director 02/12/2014
**Signature of Reporting Person Date

ARBORETUM VENTURES, INC. By: /s/ Jan L. Garfinkle, President /s/ JAN L. GARFINKLE 02/12/2014
**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) Each share of (i) Series D Preferred Stock will automatically convert into 1.879505664 shares of Common Stock, (ii) Series E Preferred Stock will automatically convert into 2.692436975 shares of Common Stock, (iii) Series F Preferred Stock will automatically convert into 1 share of Common Stock, and (iv) Series G Preferred Stock will automatically convert into 1 share of Common Stock upon the closing of the Issuer's initial public offering without payment of further consideration. The shares have no expiration date.
(2) These shares are held by Arboretum Ventures 1, LLC ("Ventures 1"). Arboretum Investment Manager, LLC ("AIM") serves as the managing member of Ventures 1. Arboretum Ventures, Inc. ("INC") serves as the Manager of AIM. Jan Garfinkle and Timothy Petersen are the sole shareholders of INC and share the power to vote or dispose of these shares and therefore may be deemed to have voting and investment power with respect to such shares; however, they disclaim beneficial ownership of the shares except to the extent of their pecuniary interests therein. Timothy Petersen is a director of the Issuer and, accordingly, files separate Section 16 reports.
(3) These shares are held by Arboretum Ventures 1-A, LLC ("Ventures 1-A"). AIM serves as the managing member of Ventures 1-A. INC serves as the Manager of AIM. Jan Garfinkle and Timothy Petersen are the sole shareholders of INC and share the power to vote or dispose of these shares and therefore may be deemed to have voting and investment power with respect to such shares; however, they disclaim beneficial ownership of the shares except to the extent of their pecuniary interests therein. Timothy Petersen is a director of the Issuer and, accordingly, files separate Section 16 reports.
(4) These shares are held by Arboretum Ventures II, L.P ("Ventures II"). Arboretum Investment Manager II, LLC ("AIM II") serves as the general partner of Ventures II. Jan Garfinkle and Timothy Petersen are the managing members of AIM II and share the power to vote or dispose of these shares and therefore may be deemed to have voting and investment power with respect to such shares; however, they disclaim beneficial ownership of the shares except to the extent of their pecuniary interests therein. Timothy Petersen is a director of the Issuer and, accordingly, files separate Section 16 reports.
(5) These shares are held by Arboretum Ventures IIa, L.P ("Ventures IIa). AIM II serves as the sole manager of Arboretum Investment Manager IIa, LLC ("AIM IIa"), which serves as the general partner of Ventures IIa. Jan Garfinkle and Timothy Petersen are the managing members of AIM II and share the power to vote or dispose of these shares and therefore may be deemed to have voting and investment power with respect to such shares; however, they disclaim beneficial ownership of the shares except to the extent of their pecuniary interests therein. Timothy Petersen is a director of the Issuer and, accordingly, files separate Section 16 reports.

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