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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 | ||||||||
Stock Option | $ 19.6 (1) | (2) | 10/28/2013 | Common Stock, $.001 par value | 1,290 (1) | 1,290 (1) | D | ||||||||
Warrant | $ 14.1 (1) | 10/18/2005 | 10/18/2010 | Common Stock, $.001 par value | 28,000 (1) | 28,000 (1) | D | ||||||||
Warrant | $ 4 (1) | 06/29/2007 | 06/29/2012 | Common Stock, $.001 par value | 657 (1) | 657 (1) | D | ||||||||
Stock Option | $ 3.8 | (3) | 07/11/2017 | Common Stock | 10,000 (1) | 10,000 (1) | D | ||||||||
Senior Convertible Promissory Notes | $ 3.8 (1) | 03/14/2008 | C(4) | 2,631 (1) | 06/29/2007 | 06/29/2009 | Series B Convertible Preferred Stock (2) | 10.57 (2) | $ 1,000 | 0 | D | ||||
Series B Convertible Preferred Stock | $ 3.8 (1) | 03/14/2008 | C(4) | 10.57 | 03/14/2008 | (5) | Common Stock, $.001 par value | 2,781 (1) | (4) | 10.57 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
WEISER MICHAEL 50 WEST 57TH STREET, 15TH FLOOR NEW YORK, NY 10019 |
X |
/s/ Brian Lenz, as attorney-in-fact | 05/01/2008 | |
**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) | Adjusted to reflect a 1-for-10 reverse stock split effective on 4/25/2008. |
(2) | The option became exercisable in three equal installments of 4,300 on 10-28-2004, 10-28-2005 and 10-28-2006. |
(3) | One-third of the option is immediately exercisable, and the remaining vests in two equal installments on 7/11/08 and 7/11/09. |
(4) | Notes were amended on 3/14/08 to provide for conversion to Series B Convertible Preferred Stock and a mandatory conversion took place on that date. |
(5) | No expiration date. |
Remarks: Power of Attorney Form incorporated herein by reference to Exhibit 24.1 to Form 4 filed on 7/13/2007. |