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 *
Rho Ventures V, L.P.
  2. Issuer Name and Ticker or Trading Symbol
NephroGenex, Inc. [NRX]
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)
152 WEST 57TH STREET, 23RD FLOOR
3. Date of Earliest Transaction (Month/Day/Year)
01/02/2015
(Street)

NEW YORK, NY 10019
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 01/02/2015   S   88,000 (1) D $ 10.8319 1,238,826 I See Footnote (2) (7)
Common Stock 01/05/2015   S   164,919 (3) D $ 10.5389 1,073,907 I See Footnote (4) (7)
Common Stock 01/06/2015   S   20,941 (5) D $ 9.9011 1,052,966 I See Footnote (6) (7)

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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Rho Ventures V, L.P.
152 WEST 57TH STREET, 23RD FLOOR
NEW YORK, NY 10019
    X    
Rho Ventures V Affiliates, LLC
152 WEST 57TH STREET, 23RD FLOOR
NEW YORK, NY 10019
    X    
RMV V, L.L.C.
152 WEST 57TH STREET, 23RD FLOOR
NEW YORK, NY 10019
    X    
Rho Capital Partners LLC
152 WEST 57TH STREET, 23RD FLOOR
NEW YORK, NY 10019
    X    
RUCH JOSHUA
152 WEST 57TH STREET, 23RD FLOOR
NEW YORK, NY 10019
    X    
KAIROUZ HABIB
152 WEST 57TH STREET, 23RD FLOOR
NEW YORK, NY 10019
    X    
LESCHLY MARK
152 WEST 57TH STREET, 23RD FLOOR
NEW YORK, NY 10019
    X    

Signatures

 /s/ Jeffrey I. Martin Atty In Fact   01/06/2015
**Signature of Reporting Person Date

 /s Jeffrey I. Martin Attorney in fact   01/06/2015
**Signature of Reporting Person Date

 /s/ Jeffrey I. Martin Attorney In Fact   01/06/2015
**Signature of Reporting Person Date

 s/ Jeffrey I. Martin Atty In Fact   01/06/2015
**Signature of Reporting Person Date

 s/ Jeffrey I. Martin Attorney-In-Fact   01/06/2015
**Signature of Reporting Person Date

 /s/Jeffrey I. Martin   01/06/2015
**Signature of Reporting Person Date

 / s/ Jeffrey I. Martin, Attorney in fact   01/06/2015
**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) Rho Ventures V, L.P. ("RV V") sold 80,898 shares and Rho Ventures V Affiliates, L.L.C. ("RV V Affiliates") sold 7,102 shares.
(2) Consists of 1,138,840 shares held by RV V and 99,986 shares held by RV V Affiliates.
(3) RV V sold 151,608 shares and RV V Affiliates sold 13,311 shares.
(4) Consists of 987,232 shares held by RV V and 86,675 shares held by RV V Affiliates.
(5) RV V sold 19,251 shares and RV V Affiliates sold 1,690 shares.
(6) Consists of 967,981 shares held by RV V and 84,985 shares held by RV V Affiliates.
(7) RMV V, L.L.C. ("RMV") is the general partner of RV V and the managing member of RV V Affiliates. Rho Capital Partners LLC ("RCP LLC") is the managing member of RMV. Each of RMV and RCP LLC disclaim beneficial ownership of the reportable securities and this report shall not be deemed an admission that RMV or RCP LLC is the beneficial owner of such securities, except to the extent of its pecuniary interest therein. Habib Kairouz, Mark Leschly and Joshua Ruch are managing members of RCP LLC. Each of Habib Kairouz, Mark Leschly and Joshua Ruch disclaim beneficial ownership of the reportable securities and this report shall not be deemed an admission that any of them is the beneficial owner of such securities, except to the extent of his pecuniary interest therein.

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