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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Warrant | $ 6.58 | 06/20/2005 | P | 383,212 (1) | 06/20/2005 | 06/20/2015 | Common Stock | 383,212 | $ 5.48 (2) | 383,212 | I (4) | By Partnership (4) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MIRAELLI CHRISTOPHER 55 CAMBRIDGE PARKWAY SUITE 301 CAMBRIDGE, MA 02142 |
X | X |
/s/ Jeffrey Steinberg, Attorney-in-Fact for Christopher Mirabelli | 06/21/2005 | |
**Signature of Reporting Person | Date |
* | 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) | These securities and the Warrants reported on Table II herein were purchased together as a Unit by HealthCare Ventures VII, L.P. ("HCVVII"). The Reporting Person is a general partner of HealthCare Partners VII, L.P. ("HCPVII"), the general partner of HCVVII. The Reporting Person disclaims beneficial ownership in those securities in which he does not have a pecuniary interest, and this report shall not be deemed an admission that he is the beneficial owner of these securities for purposes of Section 16. |
(2) | For the shares of Common Stock and the Warrants. |
(3) | 4,058,432 of these securities are owned by HealthCare Ventures VI, L.P. ("HCVVI") and 1,094,891 of these securities are owned by HCVVII. The Reporting Person is a general partner of each of HealthCare Partners VI, L.P. ("HCPVI") and HCPVII, the general partners of each of HCVVI and HCCVVII, respectively, and as such disclaims beneficial ownership in those securities in which he does not have a pecuniary interest, and this report shall not be deemed an admission that he is the beneficial owner of these securities for purposes of Section 16. |
(4) | These Warrants are owned by HCVVII. The Reporting Person disclaims beneficial ownership in those securities in which he does not have a pecuniary interest, and this report shall not be deemed an admission that he is the beneficial owner of these securities for purposes of Section 16. |