SEC Form 4
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*
SNYDER DANIEL M

(Last) (First) (Middle)
C/O THE WASHINGTON REDSKINS
21300 REDSKIN PARK DRIVE

(Street)
ASHBURN VA 20147

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
VENTIV HEALTH INC [ VTIV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/25/2000
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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
Common Stock 05/25/2000 J(1)(2)(3) 631,580 D $9.5(1)(2)(3) 2,128,834 D
Common Stock 07/18/2000 G 308,984 D (4) 2,128,834 D
Common Stock 07/18/2000 G 57,143 D (4) 2,128,834 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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. In September 1999, Mr. Snyder acquired 3,126,541 shares of common stock, par value $0.001 per share ("Common Stock"), of Ventiv Health, Inc. ("Ventiv") in connection with Snyder Communications, Inc.'s ("Snyder Communications") spin-off of Ventiv, which previously operated as the healthcare services business of Snyder Communications. Except for the transactions described in this Form 4, all of which occurred in 2000, Mr. Snyder has not effected any transactions in the Common Stock. On May 25, 2000, Mr. Snyder contributed 631,580 shares of Common Stock to a private investment company (the "Private Fund") in exchange for 59,045.96 units of limited partner interest in the Private Fund (the "Private Fund Units"). (continued in Footnote #2)
2. (continued from Footnote #1) The shares of Common Stock were valued at $9.50 per share. The Private Fund invests in a diversified private investment company (the "Master Fund") by contributing to the Master Fund the shares of Common Stock contributed by Mr. Snyder to the Private Fund. On or before May 25, 2003, Mr. Snyder had the right to redeem the Private Fund Units under limited circumstances. Between May 25, 2003 and May 25, 2007, Mr. Snyder has the right to redeem the Private Fund Units at any time in an amount equal to the lesser of the Private Fund Units' net asset value on the date of redemption and the value on the date of redemption of the Common Stock he contributed to the Private Fund. The Private Fund may meet these redemption requests by distributing cash or Common Stock, at the Private Fund's election. (continued in Footnote #3)
3. (continued from Footnote #2) After May 25, 2007, Mr. Snyder has the right to redeem the Private Fund Units for their net asset value on the date of redemption. The Private Fund may meet these redemption requests by distributing cash, Common Stock or other contributed securities, at the Private Fund's election, except that Mr. Snyder may elect that the portion, if any, of the redemption price satisfied by securities be comprised of securities of at least ten different issuers selected by the Private Fund's investment manager. In addition, as of May 25, 2002, Mr. Snyder may request to make annual redemptions of up to 5% of the value of his investment at the time of any such redemption. The consideration for any such redemption will consist only of shares of Common Stock contributed by Mr. Snyder to the Private Fund.
4. On July 18, 2000, Mr. Snyder donated an aggregate of 366,127 shares of Common Stock to a charity and an educational institution.
/s/ Daniel M. Snyder 10/06/2004
** 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).
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