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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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) 3000 SAND HILL ROAD, BLDG. 4, SUITE 210 3. Date of Earliest Transaction (Month/Day/Year) 02/20/2014 (Street) MENLO PARK, CA 94025 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 02/20/2014   C   69,209 A (1) 70,120 I See footnote (2) Common Stock 02/20/2014   C   32,586 A (1) 33,013 I See footnote (3) Common Stock 02/20/2014   C   3,647,718 A (1) 3,695,816 I See footnote (4)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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
Series B Preferred Stock	(1)	02/20/2014		C			6,216	(1)	(1)	Common Stock	9,019	$ 0	0	I	See footnote (2)
Series C Preferred Stock	(1)	02/20/2014		C			3,271	(1)	(1)	Common Stock	5,658	$ 0	0	I	See footnote (2)
Series D Preferred Stock	(1)	02/20/2014		C			10,395	(1)	(1)	Common Stock	19,536	$ 0	0	I	See footnote (2)
Series E Preferred Stock	(1)	02/20/2014		C			12,998	(1)	(1)	Common Stock	34,996	$ 0	0	I	See footnote (2)
Series B Preferred Stock	(1)	02/20/2014		C			2,927	(1)	(1)	Common Stock	4,247	$ 0	0	I	See footnote (3)
Series C Preferred Stock	(1)	02/20/2014		C			1,539	(1)	(1)	Common Stock	2,662	$ 0	0	I	See footnote (3)
Series D Preferred Stock	(1)	02/20/2014		C			4,895	(1)	(1)	Common Stock	9,200	$ 0	0	I	See footnote (3)
Series E Preferred Stock	(1)	02/20/2014		C			6,120	(1)	(1)	Common Stock	16,477	$ 0	0	I	See footnote (3)
Series B Preferred Stock	(1)	02/20/2014		C			327,556	(1)	(1)	Common Stock	475,310	$ 0	0	I	See footnote (4)
Series C Preferred Stock	(1)	02/20/2014		C			172,421	(1)	(1)	Common Stock	298,312	$ 0	0	I	See footnote (4)
Series D Preferred Stock	(1)	02/20/2014		C			547,941	(1)	(1)	Common Stock	1,029,858	$ 0	0	I	See footnote (4)
Series E Preferred Stock	(1)	02/20/2014		C			684,970	(1)	(1)	Common Stock	1,844,238	$ 0	0	I	See footnote (4)

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Versant Ventures II LLC 3000 SAND HILL ROAD, BLDG. 4, SUITE 210 MENLO PARK, CA 94025		X
Versant Venture Capital II, LP 3000 SAND HILL ROAD, BLDG. 4, SUITE 210 MENLO PARK, CA 94025		X
Versant Side Fund II, LP 3000 SAND HILL ROAD, BLDG. 4, SUITE 210 MENLO PARK, CA 94025		X
Versant Affiliates Fund II-A, LP 3000 SAND HILL ROAD, BLDG. 4, SUITE 210 MENLO PARK, CA		X

Signatures

/s/ Robin Preager, CFO		02/21/2014
**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)	Each share of (i) Series B Preferred Stock will automatically convert into 1.451080982 shares of the Issuer's Common Stock, (ii) Series C Preferred Stock will automatically convert into 1.730144671 shares of the Issuer's Common Stock, (iii) Series D Preferred Stock will automatically convert into 1.879505664 shares of the Issuer's Common Stock, and (iv) Series E Preferred Stock will automatically convert into 2.692436975 shares of the Issuer's Common Stock upon the closing of the Issuer's initial public offering without payment of further consideration. The shares have no expiration date.
(2)	Shares held by Versant Affiliates Fund II-A, L.P. ("VAF II-A"). Versant Ventures II, LLC ("VVC 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 VVC 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. William J. Link, Ph.D. is a director of the Issuer and, accordingly, files separate Section 16 reports.
(3)	Shares held by Versant Side Fund II, L.P. ("VSF II"). VVC 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 VVC 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. William J. Link, Ph.D. is a director of the Issuer and, accordingly, files separate Section 16 reports.
(4)	Shares held by Versant Venture Capital II, L.P. ("VV II"). VVC II serves as the sole general partner of VV 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 VVC 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. William J. Link, Ph.D. is a director of the Issuer and, accordingly, files separate Section 16 reports.

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