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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MARDUEL ALIX ONE EMBARCADERO CENTER SUITE 3700 SAN FRANCISCO, CA 94111 |
X | X |
Alix Marduel, Director | 04/02/2007 | |
**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) | N/A |
(2) | Alta Partners II, Inc.(APII")provides investment advisory services to several venture capital funds including, Alta BioPharma Partners II, L.P.("ABPII") & Alta Embarcadero BioPharma Partners II, LLC ("AEBPII"). On 3/30/07, ABPIII purchased 1,446,777 shares ("sh") of Common Stock ("Cm")& AEBPII purchased 53,223 sh of Cm from the Company in conjunction with the Common Stock Purchase Agreement dated 3/30/2007. As a result of this purchase ABPII beneficially owns 3,078,789 sh of Cm & AEBPII beneficially owns 119,485 sh of Cm. The managing directors ("md") of ABPII & managers of AEBPII exercise sole voting & investment power with respect to the sh own by such funds. They disclaim beneficial ownership of all such sh held by the foregoing funds, except to the extent of their proportionate pecuniary interests therein. |
(3) | Alix Marduel, Director, is a managing director ("md")of Alta BioPharma Management II, LLC (which is the general partner of Alta BioPharma Partners II, L.P.) and a manager of Alta Embarcadero BioPharma Partners II, LLC. As a md Alta BioPharma Management II, LLC (which is the general partner of Alta BioPharma Partners II, L.P.) & a manager of Alta Embarcadero BioPharma II, LLC, she may be deemed to share voting & investment powers for the shares held by the funds. She disclaims beneficial ownership of all such shares held by the forgoing funds, except to the extent of her proportionate pecuniary interests therein. |