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SEC Company Response from Protara Therapeutics, Inc. (TARA) (CIK 0001359931) (TARA) — Aug 14, 2017

Protara Therapeutics, Inc. (TARA) (CIK 0001359931)
Date: Aug. 14, 2017 · CIK: 0001359931 · Accession: 0001171843-17-005049

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File numbers found in text: 333-219676

Date
August 14, 2017
Author
/s/ Julio E. Vega
Form
CORRESP
Company
Protara Therapeutics, Inc. (TARA) (CIK 0001359931)

Letter

Via EDGAR and Federal Express United States Securities and Exchange Commission Division of Corporation Finance Attention: Proteon Therapeutics, Inc. (CIK No. 0001359931) Office of Healthcare and Insurance Re: Proteon Therapeutics, Inc. (CIK No. 0001359931) Registration Statement on Form S-3 Filed August 3, 2017 File No. 333-219676

Dear Ms. Hayes:

On behalf of our client, Proteon Therapeutics, Inc., a Delaware corporation (the “Company”), set forth below is the Company’s response to the comment of the staff of the Division of Corporation Finance (the “Staff”) of the Securities and Exchange Commission (the “Commission”), as presented by Irene Paik to Christina Bailey via teleconference on August 9, 2017 beginning at approximately 2:30 p.m. Eastern Time (the “Teleconference”), relating to the Registration Statement on Form S-3 filed with the Commission on August 3, 2017 (the “Registration Statement”).

On behalf of the Company, we are concurrently filing via EDGAR an amended Registration Statement on Form S-3 (the “Amendment”). We are providing to the Staff, by overnight delivery, a courtesy package containing copies of this letter and the Amendment, including versions that are marked to show changes to the Registration Statement.

United States Securities and Exchange Commission

August 14, 2017

Page 2

Set forth below is the response of the Company to the comment discussed during the Teleconference. The comment is printed below in bold and is followed by the Company’s response.

1. Please revise the Registration Statement to include, in the “Incorporation by Reference” section beginning on page 16 of the Registration Statement, references to the Current Reports on Form 8-K filed by the Company with the Commission on June 22, 2017 and June 26, 2017.

Response: In response to the Staff’s comment, the Company has amended the Registration Statement to include references to the Current Reports on Form 8-K filed by the Company with the Commission on June 22, 2017 and June 26, 2017. These references appear on page 16 of the Amendment.

Thank you for your prompt attention to the Company’s response to the Staff’s comment. Please contact me at (617) 951-8901 or George Eldridge, Chief Financial Officer at the Company, at 781-890-0102 x1026 with any questions or further comments regarding our response to the Staff’s comment.

Sincerely,
/s/ Julio E. Vega

Show Raw Text
CORRESP
1
filename1.htm

Julio E. Vega

Partner

+1.617.951.8901

julio.vega@morganlewis.com

August 14, 2017

Via EDGAR and Federal Express

United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, DC 20549

Attention:           Proteon
                                         Therapeutics, Inc. (CIK No. 0001359931)

  Suzanne Hayes

  Assistant Director

  Office of Healthcare and Insurance

 Re: Proteon Therapeutics, Inc. (CIK No. 0001359931)

Registration Statement on Form S-3

Filed August 3, 2017

File No. 333-219676

Dear Ms. Hayes:

On behalf of our client, Proteon Therapeutics,
Inc., a Delaware corporation (the “Company”), set forth below is the Company’s response to the comment
of the staff of the Division of Corporation Finance (the “Staff”) of the Securities and Exchange Commission
(the “Commission”), as presented by Irene Paik to Christina Bailey via teleconference on August 9, 2017 beginning
at approximately 2:30 p.m. Eastern Time (the “Teleconference”), relating to the Registration Statement on Form
S-3 filed with the Commission on August 3, 2017 (the “Registration Statement”).

On behalf of the Company, we are concurrently
filing via EDGAR an amended Registration Statement on Form S-3 (the “Amendment”). We are providing to the Staff,
by overnight delivery, a courtesy package containing copies of this letter and the Amendment, including versions that are marked
to show changes to the Registration Statement.

United States Securities and Exchange Commission

August 14, 2017

Page 2

Set forth below is the response of the Company
to the comment discussed during the Teleconference. The comment is printed below in bold and is followed by the Company’s
response.

 1. Please revise the Registration Statement to include, in the “Incorporation by Reference” section beginning on
page 16 of the Registration Statement, references to the Current Reports on Form 8-K filed by the Company with the Commission on
June 22, 2017 and June 26, 2017.

Response: In response to the Staff’s comment, the Company has amended the
Registration Statement to include references to the Current Reports on Form 8-K filed by the Company with the Commission on June
22, 2017 and June 26, 2017. These references appear on page 16 of the Amendment.

Thank you for your prompt attention to the Company’s
response to the Staff’s comment. Please contact me at (617) 951-8901 or George Eldridge, Chief Financial Officer at the Company,
at 781-890-0102 x1026 with any questions or further comments regarding our response to the Staff’s comment.

Sincerely,

/s/ Julio E. Vega

Julio E. Vega

cc:      George Eldridge, Proteon Therapeutics, Inc.