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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 | $ 6.25 | 07/08/2003 | 12/31/2011 | Common Stock | 469,594 | 469,594 | I | See Footnote (1) | |||||||
Warrants | $ 6.25 | 07/08/2003 | 12/31/2011 | Common Stock | 101,421 | 101,421 | I | See Footnote (2) | |||||||
Warrants | $ 6.25 | 07/08/2003 | 12/31/2011 | Common Stock | 13,826 | 13,826 | I | See Footnote (3) | |||||||
Warrants | $ 6.25 | 07/08/2003 | 12/31/2011 | Common Stock | 51,478 | 51,478 | I | See Footnote (4) | |||||||
Warrants | $ 6.25 | 07/08/2003 | 12/31/2011 | Common Stock | 5,736 | 5,736 | I | See Footnote (5) | |||||||
Warrants | $ 6.25 | 07/08/2003 | 12/31/2011 | Common Stock | 38,114 | 38,114 | I | See Footnote (6) | |||||||
Warrants | $ 6.25 | 07/08/2003 | 12/31/2011 | Common Stock | 132,331 | 132,331 | I | See Footnote (7) | |||||||
Series A Convertible Preferred Stock (8) | $ 2.5 | 07/09/2007 | C | 226,398 | 07/08/2004 | (9) | Common Stock | 2,263,980 | (11) | 0 | I | See Footnote (1) | |||
Series A Convertible Preferred Stock (8) | $ 2.5 | 07/09/2007 | C | 55,985 | 07/08/2004 | (9) | Common Stock | 559,850 | (11) | 0 | I | See Footnote (2) | |||
Series A Convertible Preferred Stock (8) | $ 2.5 | 07/09/2007 | C | 7,632 | 07/08/2004 | (9) | Common Stock | 76,320 | (11) | 0 | I | See Footnote (3) | |||
Series A Convertible Preferred Stock (8) | $ 2.5 | 07/09/2007 | C | 28,416 | 07/08/2004 | (9) | Common Stock | 284,160 | (11) | 0 | I | See Footnote (4) | |||
Series A Convertible Preferred Stock (8) | $ 2.5 | 07/09/2007 | C | 3,166 | 07/08/2004 | (9) | Common Stock | 31,660 | (11) | 0 | I | See Footnote (5) | |||
Series A Convertible Preferred Stock (8) | $ 2.5 | 07/09/2007 | C | 21,039 | 07/08/2004 | (9) | Common Stock | 210,390 | (11) | 0 | I | See Footnote (6) | |||
Series A Convertible Preferred Stock (8) | $ 2.5 | 07/09/2007 | C | 105,864 | 07/08/2004 | (9) | Common Stock | 1,058,640 | (11) | 0 | I | See Footnote (7) | |||
Stock Options (Right to Purchase) | $ 7.26 | 05/16/2005 | 05/16/2014 | Common Stock | 10,000 | 10,000 | I | See Footnote (10) | |||||||
Stock Options (Right to Purchase) | $ 5.11 | 05/12/2006 | 05/12/2015 | Common Stock | 10,000 | 10,000 | I | See Footnote (10) | |||||||
Stock Options (Right to Purchase) | $ 10.2 | 05/24/2008 | 05/25/2017 | Common Stock | 10,000 | 10,000 | I | See Footnote (10) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
AKKARAJU SRINIVAS C/O PANORAMA MANAGEMENT, LLC 2440 SAND HILL ROAD, SUITE 302 MENLO PARK, CA 94025 |
X |
/s/ Srinivas Akkaraju | 07/13/2007 | |
**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) | The amount shown represents the beneficial ownership of the Issuer's equity securities by J.P. Morgan Partners (BHCA), L.P. ("JPM BHCA"), a portion of which may be deemed attributable to the Reporting Person because the Reporting Person is a limited partner of JPMP Master Fund Manager ("MF Manager"), the general partner of JPM BHCA. The actual pro rata portion of such beneficial ownership that may be deemed attributable to the Reporting Person is not readily determinable because it is subject to several variables, including the internal rate of return and vesting within JPM BHCA and MF Manager. The Reporting Person disclaims ownership of the securities except to the extent of his pecuniary interest therein, if any. |
(2) | The amount shown represents the beneficial ownership of the Issuer's equity securities by J.P. Morgan Partners Global Investors, L.P.("Global Investors"), a portion of which may be deemed attributable to the Reporting Person because the Reporting Person is a limited partner of MF Manager, limited partner of JPMP Global Investors, L.P., the general partner of Global Investors. The actual pro rata portion of such beneficial ownership that may be deemed attributable to the Reporting Person is not readily determinable because it is subject to several variables, including the internal rate of return and vesting within JPMP Global Investors, L.P and Global Investors. The reporting person disclaims beneficial ownership in the securities except to the extent of his pecuniary interest therein, if any. |
(3) | The amount shown represents the beneficial ownership of the Issuer's equity securities by J.P. Morgan Partners Global Investors A, L.P., ("Global A") a portion of which may be deemed attributable to the Reporting Person because the Reporting Person is a limited partner of MF Manager, limited partner of JPMP Global Investors, L.P., the general partner of Global A. The actual pro rata portion of such beneficial ownership that may be deemed attributable to the Reporting Person is not readily determinable because it is subject to several variables, including the internal rate of return and vesting within JPMP Global Investors, L.P. and Global A. The Reporting Person disclaims beneficial ownership in the securities to the extent it exceeds his pecuniary interest therein, if any. |
(4) | The amount shown represents the beneficial ownership of the Issuer's equity securities by J.P. Morgan Partners Global Investors (Cayman), L.P. ("Cayman"), a portion of which may be deemed attributable to the Reporting Person because the Reporting Person is a limited partner of MF Manager, limited partner of JPMP Global Investors, L.P., the general partner of Cayman. The actual pro rata portion of such beneficial ownership that may be deemed attributable to the Reporting Person is not readily determinable because it is subject to several variables, including the internal rate of return and vesting within JPMP Global Investors, L.P. and Cayman. The Reporting Person disclaims beneficial ownership in the securities to the extent it exceeds his pecuniary interest therein, if any. |
(5) | The amount shown represents the beneficial ownership of the Issuer's equity securities by J.P. Morgan Partners Global Investors (Cayman) II, L.P. ("Cayman II"), a portion of which may be deemed attributable to the Reporting Person because the limited partner of MF Manager, limited partner of JPMP Global Investors, L.P., the general partner of Cayman II. The actual pro rata portion of such beneficial ownership that may be deemed attributable to the Reporting Person is not readily determinable because it is subject to several variables, including the internal rate of return and vesting within JPMP Global Investors, L.P. and Cayman II. The Reporting Person disclaims beneficial ownership in the securities to the extent it exceeds his pecuniary interest therein, if any. |
(6) | The amount shown represents the beneficial ownership of the Issuer's equity securities by J.P. Morgan Partners Global Investors (Selldown), L.P. ("Selldown"), a portion of which may be deemed attributable to the Reporting Person because the Reporting Person is a limited partner of MF Manager, limited partner JPMP Global Investors, L.P., the general partner of Selldown. The actual pro rata portion of such beneficial ownership that may be deemed attributable to the Reporting Person is not readily determinable because it is subject to several variables, including the internal rate of return and vesting within JPMP Global Investors, L.P and Selldown. The Reporting Person disclaims beneficial ownership in the securities to the extent it exceeds his pecuniary interest therein, if any. |
(7) | The amount shown represents the beneficial ownership of the Issuer's equity securities by JPMP Global Investors (Selldown II), L.P. ("Selldown II"), a portion of which may be deemed attributable to the Reporting Person because the Reporting Person is a limited partner of MF Manager, limited partner of JPMP Global Investors, L.P., the general partner of Selldown II. The actual pro rata portion of such beneficial ownership that may be deemed attributable to the Reporting Person is not readily determinable because it is subject to several variables, including the internal rate of return and vesting within JPMP Global Investors, L.P and Selldown II. The Reporting Person disclaims beneficial ownership in the securities to the extent it exceeds his pecuniary interest therein, if any. |
(8) | The conversion price of the Series A Convertible Preferred Stock is equal to the initial purchase price divided by $2.50, as adjusted for stock splits, stock dividends, combinations and other similar capitalizations of the Issuers Common and Preferred Stock. Initially, this results in a 1 for 10 conversion ratio. Each share of Series A Convertible Preferred Stock is entitled to 0.93 votes for each share of Common Stock into which such share of Convertible Preferred Stock could then be converted. |
(9) | The Series A Convertible Preferred Stock is convertible into Common Stock after the first anniversary. This right to convert does not expire. |
(10) | These Stock Options were granted to the Reporting Person as Director's Compensation. The Reporting Person is obligated to transfer any shares issued under the stock option to JPM BHCA. |
(11) | N/A |