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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 | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Scopa James Paul C/O MPM ASSET MANAGEMENT 601 GATEWAY BLVD., SUITE 350 SOUTH SAN FRANCISCO, CA 94080 |
X | X | ||
| /s/ James Paul Scopa | 01/20/2009 | |
| **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) | Represents shares of Common Stock underlingy CHESS Depository Interests ("CDIs") acquired by the reporting persons. CDIs are units of beneficial ownership in shares of Common Stock held by CHESS Depositary Nominees Pty Limited, a wholly-owned subsidiary of the Australian Stock Exchange. The CDIs are economically equivalent to shares of Common Stock of the Issuer on a 1-for-20 basis. |
| (2) | The Common Stock equivalent of CDIs were purchased as follows: 1,499 by MPM BioVentures IV-QP, L.P. ("BV IV QP"), 57 by MPM BioVentures IV GmbH & Co. Beteiligungs KG ("BV IV KG") and 42 by MPM Asset Management Investors BV4 LLC ("AM BV4"). Excludes fractional shares that result from the conversion of CDIs. MPM BioVentures IV GP LLC and MPM BioVentures IV LLC are the direct and indirect general partners of BV IV QP, BV IV KG and AM BV4. The reporting person is a member of the general partner of BV IV QP, BV IV KG and members of AM BV4. The reporting person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein. |
| (3) | Shares of Common Stock, which include shares underlying CDIs are held as follows: 2,693,498 by BV IV QP, 103,767 by BV IV KG and 76,590 by AM BV4. The reporting person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein. |
| (4) | The Common Stock equivalent of CDIs were purchased as follows: 6,880 by BV IV QP, 265 by BV IV KG and 195 by AM BV4. Excludes fractional shares that result from the conversion of CDIs. The reporting person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein. |
| (5) | Shares of Common Stock, which include shares underlying CDIs are held as follows: 2,700,378 by BV IV QP, 104,032 by BV IV KG and 76,785 by AM BV4. The reporting person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein. |
| (6) | The Common Stock equivalent of CDIs were purchased as follows: 843 by BV IV QP, 32 by BV IV KG and 24 by AM BV4. Excludes fractional shares that result from the conversion of CDIs. The reporting person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein. |
| (7) | Shares of Common Stock, which include shares underlying CDIs are held as follows: 2,701,221 by BV IV QP, 104,064 by BV IV KG and 76,809 by AM BV4. The reporting person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein. |
| (8) | The Common Stock equivalent of CDIs were purchased as follows: 43 by BV IV QP, 1 by BV IV KG and 1 by AM BV4. Excludes fractional shares that result from the conversion of CDIs. The reporting person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein. |
| (9) | Shares of Common Stock, which include shares underlying CDIs are held as follows: 2,701,264 by BV IV QP, 104,065 by BV IV KG and 76,810 by AM BV4. The reporting person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein. |