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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 | ||||||||
Director stock option (right to purchase) | $ 5 | 06/08/2007 | A | 75,000 | (4) | 06/08/2017 | Common Stock | 75,000 | $ 0 | 75,000 | D | ||||
Warrant (right to purchase) | $ 6 (6) | 06/08/2007 | P | 200,000 | 06/08/2007 | 06/08/2012 | Common Stock | 200,000 | (5) | 200,000 | I | Held by Radius Venture Partners II, L.P. (1) | |||
Warrant (right to purchase) | $ 6 (6) | 06/08/2007 | P | 25,941 | 06/08/2007 | 06/08/2012 | Common Stock | 25,941 | (5) | 225,941 | I | Held by Radius Venture Partners III, L.P. (2) | |||
Warrant (right to purchase) | $ 6 (6) | 06/08/2007 | P | 174,059 | 06/08/2007 | 06/08/2012 | Common Stock | 174,059 | (5) | 400,000 | I | Held by Radius Venture Partners III QP, L.P. (3) | |||
Warrant (right to purchase) | $ 6 (7) | 06/08/2007 | P | 200,000 | 06/08/2007 | 06/08/2012 | Common Stock | 200,000 | (5) | 200,000 | I | Held by Radius Venture Partners II, L.P. (1) | |||
Warrant (right to purchase) | $ 6 (7) | 06/08/2007 | P | 25,942 | 06/08/2007 | 06/08/2012 | Common Stock | 25,942 | (5) | 225,942 | I | Held by Radius Venture Partners III, L.P. (2) | |||
Warrant (right to purchase) | $ 6 (7) | 06/08/2007 | P | 174,058 | 06/08/2007 | 06/08/2012 | Common Stock | 174,058 | (5) | 400,000 | I | Held by Radius Venture Partners III QP, L.P. (3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
LOOP FLOYD D MD 3201 CARNEGIE AVENUE CLEVELAND, OH 44115 |
X |
/s/ Laura K. Campbell, as attorney-in-fact for Floyd D. Loop, M.D. | 06/12/2007 | |
**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 securities are held by Radius Venture Partners II, L.P. The reporting person is a venture partner of Radius Venture Partners II, L.P. and disclaims beneficial ownership to such securities except to the extent of his pecuniary interest therein. |
(2) | The securities are held by Radius Venture Partners III, L.P. The reporting person is a venture partner of Radius Venture Partners III, L.P. and disclaims beneficial ownership to such securities except to the extent of his pecuniary interest therein. |
(3) | The securities are held by Radius Venture Partners III QP, L.P. The reporting person is a venture partner of Radius Venture Partners III QP, L.P. and disclaims beneficial ownership to such securities except to the extent of his pecuniary interest therein. |
(4) | The option vests 50%/25%/25% over three years in quarterly increments. |
(5) | For each share of common stock of BTHC purchased, the purchaser also received a warrant to purchase .50 shares of common stock. Half of the warrants include a cashless exercise provision. |
(6) | Warrants generally do not contain cashless exercise provision. |
(7) | Warrants contain cashless exercise provision. |