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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 | ||||||||
Series C Preferred Stock | (1) | 05/07/2007 | C | 34,482 | (1) | (1) | Common Stock | 34,482 | $ 0 | 0 | I | By NeoCarta Scout Fund LLC (2) | |||
Series D Preferred Stock | (1) | 05/07/2007 | C | 138,865 | (1) | (1) | Common Stock | 138,865 | $ 0 | 0 | I | By NeoCarta Scout Fund LLC (2) | |||
Series C Preferred Stock | (1) | 05/07/2007 | C | 310,345 | (1) | (1) | Common Stock | 310,345 | $ 0 | 0 | I | By NeoCarta Ventures LP (3) | |||
Series D Preferred Stock | (1) | 05/07/2007 | C | 1,249,796 | (1) | (1) | Common Stock | 1,249,796 | $ 0 | 0 | I | By NeoCarta Ventures LP (3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Pantuso Anthony C/O NEOCARTA VENTURES 343 SANSOME STREET, SUITE 525 SAN FRANCISCO, CA 94104 |
X |
/s/ Anthony J. Pantuso | 05/07/2007 | |
**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) | Each share of Preferred Stock converted into one share of Common Stock upon the Closing of the Issuers public offering, was convertible at any time at the election of the holders and had no expiration date. |
(2) | Held by NeoCarta Scout Fund, L.L.C. Mr. Pantuso is a managing director of NeoCarta Associates, LLC, which is the manager of NeoCarta Scout Fund, L.L.C. Mr. Pantuso may be deemed to share dispositive and voting power over the shares, or may be, deemed to be beneficially owned by NeoCarta Scout Fund. Mr. Pantuso may be deemed to have an indirect pecuniary interest in an indeterminate portion of the shares held by NeoCarta Scout Fund, L.L.C. Mr. Pantuso disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest thereon. |
(3) | Held by NeoCarta Ventures, L.P. Mr. Pantuso is a managing director of NeoCarta Associates, LLC, which is the general partner of NeoCarta Ventures, L.P. Mr. Pantuso may be deemed to share dispositive and voting power over the shares, or may be, deemed to be beneficially owned by NeoCarta Ventures, L.P. Mr. Pantuso may be deemed to have an indirect pecuniary interest in an indeterminate portion of the shares held by NeoCarta Ventures, L.P. Mr. Pantuso disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest thereon. |