SecProbe.io

January 13, 2020
William Hoffman
Chief Executive Officer
Inari Medical, Inc.
9 Parker, Suite 100
Irvine, CA 92618
Re:Inari Medical, Inc.
Draft Registration Statement on Form S-1
Filed December 19, 2019
CIK No. 0001531048
Dear Mr. Hoffman:
            We have reviewed your draft registration statement and have the following comments.  In
some of our comments, we may ask you to provide us with information so we may better
understand your disclosure.
            Please respond to this letter by providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR.  If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.
            After reviewing the information you provide in response to these comments and your
amended draft registration statement or filed registration statement, we may have additional
comments.
Draft Registration Statement on Form S-1
Prospectus Summary
Overview, page 1
1.We note that you will disclose revenues for the fourth quarter of 2019 in the first
paragraph. Please expand this disclosure to also include the net income or loss for the
fourth quarter of 2019.  Please also disclose the number of FlowTriever and ClotTriever
systems you have sold.
2.We note that you are currently enrolling patients in two registries. Please expand your
description of the registries to disclose the number of patients enrolled to date and the
duration of the observational period.

 FirstName LastNameWilliam Hoffman
 Comapany NameInari Medical, Inc.
 January 13, 2020 Page 2
 FirstName LastName
William Hoffman
Inari Medical, Inc.
January 13, 2020
Page 2
3.Please clarify that you have obtained FDA clearance for your ClotTriever and
FlowTriever products through the 510(k) pathway.  Please also disclose the completion
date for the FLARE study and when FDA clearance was obtained.
4.With reference to page 15, please revise the first sentence of the fourth paragraph to
clarify that currently your primary clinical data regarding safety and effectiveness of your
products is limited to your FLARE study.   Please also balance your disclosure in this
paragraph by briefly discussing any procedure or device-related major adverse events.
Our Market, page 2
5.Please balance your estimate of the potential annual addressable market for your products
with your estimate of the current market for your products. We note the disclosure in the
risk factor on page 17 that you estimate only 77,000 DVT patients and 20,000 PE patients
are expected to receive interventional treatment in 2019.
Risk Factors
We have a significant amount of debt, which may affect our ability to operate our business and
secure additional financing in the future, page 34
6.Please quantify your debt service costs for the Signature Bank Credit Facility.
Our products must be manufactured in accordance with federal and state regulations..., page 50
7.We note your disclosure that your former facility in Irvine, California was audited by the
FDA in August 2016 which resulted in the issuance of two Form-483 observations.
Please briefly describe the Form-483 observations, any responses by the company and
results.  Please also disclose whether these observations could impact your current facility.
Our amended and restated certificate of incorporation will provide that the Court of Chancery of
the State of Delaware..., page 71
8.We note that your forum selection provision identifies the federal district courts of the
United States of America as the exclusive forum for certain litigation arising under the
Securities Act. Please disclose that investors cannot waive compliance with the federal
securities laws and the rules and regulations thereunder. In that regard, we note that
Section 22 of the Securities Act creates concurrent jurisdiction for federal and state courts
over all suits brought to enforce any duty or liability created by the Securities Act or the
rules and regulations thereunder.

 FirstName LastNameWilliam Hoffman
 Comapany NameInari Medical, Inc.
 January 13, 2020 Page 3
 FirstName LastName
William Hoffman
Inari Medical, Inc.
January 13, 2020
Page 3
Management's Discussion and Analysis of Financial Condition and Results of Operations
Liquidity and Capital Resources, page 89
9.Please revise this discussion to properly round the related amounts from the statement of
cash flows. For example, we note that the change in inventories and debt financing costs
appear incorrect.
Indebtedness, page 92
10.Please clarify whether you were in compliance with your debt covenants under the SB
Credit Facility as of December 31, 2019.
Business
Toma Study, page 116
11.We note your disclosure on page 117 that the conditions of two patients deteriorated
during the procedure, one of whom was stabilized on extracorporeal membrane
oxygenation.  Please disclose whether this event was determined to be device- or
procedure-related.
General
12.Please supplementally provide us with copies of all written communications, as defined in
Rule 405 under the Securities Act, that you or anyone authorized to do so on your behalf,
present to potential investors in reliance on Section 5(d) of the Securities Act, whether or
not they retain copies of the communications.
            You may contact Jeanne Bennett at (202) 551-3606 or Kevin Kuhar at (202) 551-3662 if
you have questions regarding comments on the financial statements and related matters.  Please
contact Chris Edwards at (202) 551-6761 or Irene Paik at (202) 551-6553 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:       J. Ross McAloon