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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 | ||||||||
Common Stock Warrants (right to buy) | $ 3.09 | 06/22/2007 | P | 817,439 | 12/19/2007 | 12/19/2012 | Common Stock | 817,439 | $ 0.125 | 817,439 | I | By fund (1) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Omega Fund Management LTD 13-15 VICTORIA ROAD, ST. PETER PORT GUERNSEY, CHANNEL ISLANDS, X0 GY1 3ZD |
X | |||
Stampacchia Otello C/O WALKERS SPV LTD. WALKER HOUSE, MARY STREET P.O. BOX 908GT GEORGE TOWN, GRAND CAYMAN, E9 00000 |
X | X | ||
Helyar Connie C/O OMEGA FUND MANAGEMENT LIMITED 13-15 VICTORIA ROAD, ST. PETER PORT GUERNSEY, CHANNEL ISLANDS, X0 GY1 3ZD |
X | |||
Luff John P C/O OMEGA FUND MANAGEMENT LIMITED 13-15 VICTORIA ROAD, ST. PETER PORT GUERNSEY, CHANNEL ISLANDS, X0 GY1 3ZD |
X | |||
Omega Fund I, L.P. C/O OMEGA FUND MANAGEMENT LIMITED 13-15 VICTORIA ROAD, ST. PETER PORT GUERNSEY, CHANNEL ISLANDS, X0 GY1 3ZD |
X | |||
Omega Fund GP, Ltd. C/O OMEGA FUND MANAGEMENT LIMITED 13-15 VICTORIA ROAD, ST. PETER PORT GUERNSEY, CHANNEL ISLANDS, X0 GY1 3ZD |
X | |||
Omega Fund III, L.P. C/O OMEGA FUND MANAGEMENT LIMITED 13-15 VICTORIA ROAD, ST. PETER PORT GUERNSEY, CHANNEL ISLANDS, X0 GY1 3ZD |
X | |||
Omega Fund III GP, L.P. C/O OMEGA FUND MANAGEMENT LIMITED 13-15 VICTORIA ROAD, ST. PETER PORT GUERNSEY, CHANNEL ISLANDS, X0 GY1 3ZD |
X | |||
Omega Fund III G.P., Ltd. C/O OMEGA FUND MANAGEMENT LIMITED 13-15 VICTORIA ROAD, ST. PETER PORT GUERNSEY, CHANNEL ISLANDS, X0 GY1 3ZD |
X | |||
Sigma Holding LTD C/O OMEGA FUND MANAGEMENT LIMITED 13-15 VICTORIA ROAD, ST. PETER PORT GUERNSEY, CHANNEL ISLANDS, X0 GY1 3ZD |
X |
/s/ Mr. John Luff, as director of Omega Fund Management Limited | 06/26/2007 | |
**Signature of Reporting Person | Date | |
/s/ Otello Stampacchia | 06/26/2007 | |
**Signature of Reporting Person | Date | |
/s/ Connie Helyar | 06/26/2007 | |
**Signature of Reporting Person | Date | |
/s/ John P. Luff | 06/26/2007 | |
**Signature of Reporting Person | Date | |
/s/ Mr. John Luff, director of Omega Fund GP, Ltd., the general partner of Omega Fund I, L.P. | 06/26/2007 | |
**Signature of Reporting Person | Date | |
/s/ Mr. John Luff, director of Omega Fund GP, Ltd. | 06/26/2007 | |
**Signature of Reporting Person | Date | |
/s/ Mrs. Connie Helyar, director of Omega Fund III G.P., Ltd., the general partner of Omega Fund III, L.P. | 06/26/2007 | |
**Signature of Reporting Person | Date | |
/s/ Mrs. Connie Helyar, director of Omega Fund III G.P., Ltd., the general partner of Omega Fund III GP, L.P. | 06/26/2007 | |
**Signature of Reporting Person | Date | |
/s/ Mrs. Connie Helyar, director of Omega Fund III G.P., Ltd. | 06/26/2007 | |
**Signature of Reporting Person | Date | |
/s/ Mrs. Connie Helyar, director of Sigma Holding Limited | 06/26/2007 | |
**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) | Consists of securities held directly by Omega Fund III, L.P. ("Omega III"). Omega Fund III GP, L.P. ("Omega III GPLP") is the general partner of Omega III. Omega Fund III G.P., Ltd. ("Omega III GPLtd") is the general partner of Omega III GPLP. Omega Fund Management Limited ("Omega Management") is the sole shareholder of Omega III GPLtd. Sigma Holding Limited ("Sigma") is the sole shareholder of Omega Management. Connie Helyar ("Helyar") and John Luff ("Luff") are directors of each of (i) Omega III GPLtd, (ii) Omega Management, and (iii) Sigma. Otello Stampacchia ("Stampacchia") is the sole shareholder of Sigma and is also a director of Micromet, Inc. Each of Omega III GPLP, Omega III GPLtd., Omega Management, Sigma, Helyar, Luff and Stampacchia disclaims beneficial ownership of the reported securities except to the extent of his, her or its pecuniary interest therein. |
(2) | Consists of securities held directly by Omega Fund I, L.P. ("Omega I"). Omega Fund GP, Ltd. ("Omega GP") is the general partner of Omega I. Omega Management is the sole shareholder of Omega GP. Sigma is the sole shareholder of Omega Management. Helyar and Luff are directors of each of (i) Omega GP, (ii) Omega Management, and (iii) Sigma. Stampacchia is the sole shareholder of Sigma and is also a director of Micromet, Inc. Each of Omega GP, Omega Management, Sigma, Helyar, Luff and Stampacchia disclaims beneficial ownership of the reported securities except to the extent of his, her or its pecuniary interest therein. |