FORM 4 [X] 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
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

COLELLA SAMUEL D		 2. Issuer Name and Ticker or Trading Symbol

Flexion Therapeutics Inc [ FLXN ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle)

C/O FLEXION THERAPEUTICS, INC., 10 MALL ROAD, SUITE 301		 3. Date of Earliest Transaction (MM/DD/YYYY)

11/19/2021
(Street)

BURLINGTON, MA 01803
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
 6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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 11/19/2021  D(1)  9000 (2)(3)D$8.50 0 D  
Common Stock 11/19/2021  D(1)  1000 D$8.50 0 I The Samuel Colella Trust 
Common Stock 11/19/2021  D(1)  72035 (3)D$8.50 0 I By the Colella Family Trust (4)
Common Stock 11/19/2021  D(1)  5000 D$8.50 0 I By the Colella Family Exempt Marital Deduction Trust (5)
Common Stock 11/19/2021  D(1)  994129 D$8.50 0 I By Versant Venture Capital III L.P. (6)
Common Stock 11/19/2021  D(1)  5871 D$8.50 0 I By Versant Side Fund III (7)
Common Stock 11/19/2021  D(1)  388683 D$8.50 0 I By Versant Development Fund III, LLC (8)
Common Stock 11/19/2021  D(1)  943 D$8.50 0 I By Colella Partners (9)
Common Stock 11/19/2021  D(1)  19653 D$8.50 0 I By Colella Partners II (10)
Common Stock 11/19/2021  D(1)  250 D$8.50 0 I By spouse 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)		2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock option (right to buy) $17.61 11/19/2021  D     9000   (11)3/2/2024 Common Stock 9000  (11)0 D  
Stock option (right to buy) $21.85 11/19/2021  D     9000   (11)6/16/2025 Common Stock 9000  (11)0 D  
Stock option (right to buy) $13.83 11/19/2021  D     12500   (11)6/9/2026 Common Stock 12500  (11)0 D  
Stock option (right to buy) $20.16 11/19/2021  D     12500   (11)6/21/2027 Common Stock 12500  (11)0 D  
Stock option (right to buy) $28.14 11/19/2021  D     12500   (11)6/19/2028 Common Stock 12500  (11)0 D  
Stock option (right to buy) $11.74 11/19/2021  D     12500   (11)6/18/2029 Common Stock 12500  (11)0 D  
Stock option (right to buy) $11.88 11/19/2021  D     7000   (11)6/9/2030 Common Stock 7000  (11)0 D  
Stock option (right to buy) $9.22 11/19/2021  D     7000   (11)6/23/2031 Common Stock 7000  (11)0 D  
Explanation of Responses:
(1) Pursuant to the Agreement and Plan of Merger, dated as of October 11, 2021, by and among Flexion Therapeutics, Inc. ("Issuer"), Pacira BioSciences, Inc. and Oyster Acquisition Company Inc. ("Purchaser") ("Merger Agreement"), on November 19, 2021, Purchaser merged with and into Issuer, with Issuer continuing as the surviving corporation ("Merger"). At the effective time of the Merger, each share of Issuer's common stock was cancelled in exchange for (i) $8.50 per share in cash ("Cash Amount"), plus (ii) one non-transferable contractual contingent value right per share, which represent the right to receive one or more contingent payments of up to $8.00 per share in the aggregate, in cash, upon the achievement of specified milestones on or prior to December 31, 2030 ("CVR Payments"). Pursuant to the Merger Agreement, these shares were tendered and disposed of at the offer acceptance time in exchange for the right to receive (i) the Cash Amount, plus (ii) any CVR Payments.
(2) At the effective time of the Merger, each outstanding restricted stock unit award ("RSU") was accelerated and became fully vested and was cancelled and converted into the right to receive (i) $8.50 per share of Issuer common stock issuable in settlement of such RSU in cash, net of any withholding taxes required to be deducted and withheld by applicable law, plus (ii) any potential CVR Payments.
(3) 2,198 shares were inadvertently reported as held directly by the Reporting Person. The shares are held by the Colella Family Trust UTA dtd 9/21/92.
(4) The shares are held by the Colella Family Trust UTA Dtd. 9/21/92 ("Colella Trust"). The Reporting Person is a trustee and beneficiary of the Colella Trust.
(5) The shares are held by the Colella Family Exempt Marital Deduction Trust Dated 9/21/1992 ("Colella Exempt Trust"). The Reporting Person is a trustee and beneficiary of the Colella Exempt Trust.
(6) The shares are held by Versant Venture Capital III, L.P. ("VVC III"). The Reporting Person is a managing member of Versant Ventures III, LLC ("VV III"), the sole general partner of VVC III and shares voting and dispositive power over the shares held by VVC III; however, he disclaims beneficial ownership of the shares held by such entity except to the extent of his pecuniary interests therein.
(7) The shares are held by Versant Side Fund III, L.P. ("Side Fund III"). The Reporting Person is a managing member of VV III, the sole general partner of Side Fund III and shares voting and dispositive power over the shares held by Side Fund III; however, he disclaims beneficial ownership of the shares held by such entity except to the extent of his pecuniary interests therein.
(8) The shares are held by Versant Development Fund III, LLC ("Development III"). The Reporting Person is a managing member of VV III, a majority member of Development III and shares voting and dispositive power over the shares held by Development III; however, he disclaims beneficial ownership of the shares held by such entity except to the extent of his pecuniary interests therein.
(9) Shares held by Colella Partners. The Reporting Person is the general partner of Colella Partners.
(10) Shares held by Colella Partners II. The Reporting Person is the general partner of Colella Partners II.
(11) At the effective time of the Merger, each outstanding option with an exercise price equal to, or greater than, $9.12 was cancelled without any consideration payable (whether in the form of cash or any potential CVR Payments) in respect of such cancelled option.
Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
COLELLA SAMUEL D
C/O FLEXION THERAPEUTICS, INC.
10 MALL ROAD, SUITE 301
BURLINGTON, MA 01803		X
Signatures
/s/ Mark S. Levine, Attorney-in-Fact11/19/2021
**Signature of Reporting PersonDate
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