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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 | ||||||||
Warrants | $ 1.6275 | 11/04/2011 | A | 2,810,650 | 11/04/2011 | 11/04/2016 | Common Stock | 2,810,650 | $ 0.125 | 0 (1) | I (1) | See footnote (1) | |||
Series D Convertible Preferred Stock | (2) | 11/04/2011 | A | 1,124,260 | (2) | (2) | Common Stock | (2) | $ 8.1375 | 0 (2) | I (1) | See footnote (1) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
ZEIN YOUSSEF EL C/O IDERA PHARMACEUTICALS, INC. 167 SIDNEY STREET CAMBRIDGE, MA 02139 |
X | X |
/s/ Youssef El Zein | 11/15/2011 | |
**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) | On November 4, 2011, Pillar Pharmaceuticals I LP ("Pillar") acquired 1,124,260 shares of Series D Convertible Preferred Stock and warrants to purchase up to 2,810,650 shares of common stock of Idera Pharmaceuticals, Inc. The Reporting Person is a director and controlling stockholder of Pillar Invest Corporation ("Pillar GP"), which is the general partner of Pillar, and is a limited partner of Pillar. The Reporting Person disclaims beneficial ownership of the reportable securities, and this report shall not be deemed an admission that he is the beneficial owner of such securities, except to the extent of his pecuniary interest therein, if any, by virtue of his ownership interest in Pillar GP and his limited partnership interest in Pillar. |
(2) | The Series D Convertible Preferred Stock is convertible at any time, at the holder's election, on a 1-for-5 basis (subject to adjustment and certain other limitations on conversion), into shares of Common Stock and does not have an expiration date. |
Remarks: The Reporting Person's limited partnership interest in Pillar was omitted from the Reporting Person's original Form 4 filed with the Securities and Exchange Commission on November 8, 2011. |