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 *
  Kassberg Thomas Richard
2. Date of Event Requiring Statement (Month/Day/Year)
01/30/2014
3. Issuer Name and Ticker or Trading Symbol
Ultragenyx Pharmaceutical Inc. [RARE]
(Last)
(First)
(Middle)
C/O ULTRAGENYX PHARMACEUTICAL INC., 60 LEVERONI COURT
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
See Remarks
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NOVATO, CA 94949
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 92,850
D
 

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 A Preferred Stock   (1)   (1) Common Stock 98,595 $ (1) D  
Stock Option (Right to Buy)   (2) 11/16/2021 Common Stock 109,734 $ 0.3135 D  
Stock Option (Right to Buy)   (3) 10/31/2023 Common Stock 39,878 $ 6.8646 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Kassberg Thomas Richard
C/O ULTRAGENYX PHARMACEUTICAL INC.
60 LEVERONI COURT
NOVATO, CA 94949
      See Remarks  

Signatures

By: /s/ Thomas Kassberg 01/30/2014
**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 Series A Convertible Preferred Stock automatically converts into Common Stock on a 1-for-3.1345 basis immediately prior to the closing of the Issuer's initial public offering of Common Stock and has no expiration date. The number of underlying shares of common stock reported in Column 3 does not reflect this 1-for-3.1345 reverse stock split, pursuant to which each share of Series A Convertible Preferred Stock will become convertible into 0.3190 of a share of common stock.
(2) 1/4th of the option shall vest one year from November 15, 2011 and then the remaining shares vest monthly until November 15, 2015, provided the Reporting Person has not terminated services with the Issuer.
(3) 1/4th of the option shall vest one year from November 1, 2013 and then the remaining shares vest monthly until November 1, 2017, provided the Reporting Person has not terminated services with the Issuer.
 
Remarks:
Chief Business Officer and Senior Vice President

Exhibit List

Exhibit 24 - Limited Power of Attorney

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