FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
SHIRE PHARMACEUTICALS GROUP PLC [ SHPGY ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/11/2004 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Ordinary Shares, nominal value 5p | 11/11/2004 | J(1) | 187,878 | A | (1) | 334,156(4) | D(4) | |||
Ordinary Shares, nominal value 5p | 11/11/2004 | J(2) | 55,145 | A | (2) | 389,301(4) | D(4) | |||
Ordinary Shares, nominal value 5p | 11/11/2004 | J(3) | 27,254 | A | (3) | 416,555(4) | D(4) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. These shares were received from HealthCare Partners III, L.P. ("HCPIII") in a distribution by HCPIII. The Reporting Person is a general partner of HCPIII. |
2. These shares were received from HealthCare Partners IV, L.P. ("HCPIV") in a distribution by HCPIV. The Reporting Person is a general partner of HCPIV. |
3. These shares were received from HealthCare Partners V, L.P. ("HCPV") in a distribution by HCPV. The Reporting Person is a general partner of HCPV. |
4. Includes 30,000 Ordinary Shares, nominal value 5p ("Ordinary Shares") owned by HealthCare Ventures V, L.P. ("HCVV") in the form of 10,000 American Depository Shares ("ADS") (Each ADS is convertible into 3 Ordinary Shares). Mr. Cavanaugh is a general partner of HCPV, the general partner of HCVV and as such may be deemed to beneficially own those shares owned by HCVV. Mr. Cavanaugh disclaims beneficial ownership of the shares owned by HCVV except to the extent of his pecuniary interest and this report shall not be deemed an admission that he is the beneficial owner of the 10,000 ADS for purposes of Section 16. |
Remarks: |
Jeffrey Steinberg, Attorney-in-Fact | 11/12/2004 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |