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 *
Scale Venture Partners II, LP
   2. Issuer Name and Ticker or Trading Symbol
ZOGENIX, INC. [ZGNX] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
Former 10% Holder
(Last)
(First)
(Middle)
950 TOWER LANE, SUITE 700		 3. Date of Earliest Transaction (Month/Day/Year)
09/21/2011
(Street)

FOSTER CITY, CA 94404		 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 09/21/2011   P   1,250,000 A $ 2 5,321,546 D (1)  

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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
Scale Venture Partners II, LP
950 TOWER LANE, SUITE 700
FOSTER CITY, CA 94404		       Former 10% Holder
Scale Venture Management II, LLC
950 TOWER LANE, SUITE 700
FOSTER CITY, CA 94404		       Former 10% Holder
MITCHELL KATE
950 TOWER LANE SUITE 700
FOSTER CITY, CA 94404		       Former 10% Holder
O'Driscoll Rory
450 TOWER LANE, SUITE 700
FOSTER CITY, CA 94404		       Former 10% Holder
Wienbar Sharon L
450 TOWER LANE, SUITE 700
FOSTER CITY, CA 94404		       Former 10% Holder

Signatures

 By: Scale Venture Management II, LLC, its General Partner, by: Kate Mitchell, Managing Member, /s/ Kate Mitchell   09/21/2011
**Signature of Reporting Person Date
 By: Kate Mitchell, Managing Member, /s/ Kate Mitchell   09/21/2011
**Signature of Reporting Person Date
 /s/ Kate Mitchell   09/21/2011
**Signature of Reporting Person Date
 /s/ Rory O'Driscoll   09/21/2011
**Signature of Reporting Person Date
 /s/ Sharon Wienbar   09/21/2011
**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 securities are held directly by Scale Venture Partners II, LP ("Scale Partners"). The General Partner of Scale Partners is Scale Venture Management II, LLC ("Scale Management"). Kate Mitchell, Rory O'Driscoll and Sharon Wienbar are managing members of Scale Management and share voting and investment power with respect to these securities. Each of the managing members of Scale Management disclaims beneficial ownership with respect to these securities except to the extent of his or her respective proportionate pecuniary interest therein.

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