-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Ir9ZSracAyF4PKVSZlRuN3OV96knjU1PC4ClXGflfyxF4eU2/cQkwGybViTI7KD+ gAiWuHxKugTsyAeg2EHFGw== 0000806085-08-000145.txt : 20080819 0000806085-08-000145.hdr.sgml : 20080819 20080818173420 ACCESSION NUMBER: 0000806085-08-000145 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080819 DATE AS OF CHANGE: 20080818 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Opexa Therapeutics, Inc. CENTRAL INDEX KEY: 0001069308 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 760333165 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-81104 FILM NUMBER: 081025859 BUSINESS ADDRESS: STREET 1: 2635 N. CRESCENT RIDGE DRIVE CITY: THE WOODLANDS STATE: TX ZIP: 77381 BUSINESS PHONE: (281) 272-9331 MAIL ADDRESS: STREET 1: 2635 N. CRESCENT RIDGE DRIVE CITY: THE WOODLANDS STATE: TX ZIP: 77381 FORMER COMPANY: FORMER CONFORMED NAME: PharmaFrontiers Corp. DATE OF NAME CHANGE: 20051011 FORMER COMPANY: FORMER CONFORMED NAME: PHARMAFRONTIERS CORP DATE OF NAME CHANGE: 20040816 FORMER COMPANY: FORMER CONFORMED NAME: SPORTAN UNITED INDUSTRIES INC DATE OF NAME CHANGE: 19990305 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LEHMAN BROTHERS HOLDINGS INC CENTRAL INDEX KEY: 0000806085 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 133216325 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: LEHMAN BROTHERS STREET 2: 745 SEVENTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2125267000 MAIL ADDRESS: STREET 1: LEHMAN BROTHERS STREET 2: 745 SEVENTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 FORMER COMPANY: FORMER CONFORMED NAME: SHEARSON LEHMAN HUTTON HOLDINGS INC DATE OF NAME CHANGE: 19901017 SC 13G 1 opexa13g81408.htm SC 13G

 


SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

Schedule 13G

Under the Securities Exchange Act of 1934

 

Opexa Therapeutics, Inc.

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

68372T103

(CUSIP Number)

 

August 11, 2008

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

o Rule 13d-1(b)

x Rule 13d-1(c)

o Rule 13d-1(d)

 

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 


CUSIP No.

68372T103

 

 

 

 

1) Name of Reporting Person

Lehman Brothers Holdings Inc.

 

 

 

 

S.S. or I.R.S. Identification No. of Above Person

13-3216325

 

 

 

 

2) Check the Appropriate Box if a Member of a Group

(a) o

 

 

(b) o

 

 

 

 

3) SEC Use Only

 

 

 

 

 

4) Citizenship or Place of Organization

Delaware

 

 

 

 

 

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

 

 

 

 

5)

Sole Voting Power

675,675(1)

 

 

 

 

 

6)

Shared Voting Power

-0-

 

 

 

 

 

7)

Sole Dispositive Power

675,675 (1)

 

 

 

 

 

8)

Shared Dispositive Power

-0-

 

 

 

 

 

 

9) Aggregate Amount Beneficially Owned by Each Reporting Person

675,675 (1)

 

 

 

 

10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares

o

 

 

 

 

11) Percent of Class Represented by Amount in Row 9

5.5% (2)

 

 

 

 

12) Type of Reporting Person

HC/CO

 

 

 

 

(1)

Excludes 675,675 warrants which are not currently exercisable or exercisable within sixty days.
 

 

 

(2)

Based on 12,263,558 shares of common stock outstanding as of August 11, 2008, as reported on the Form 10-Q for the quarter ended June 30, 2008.
 

 

CUSIP No.

68372T103

 

 

 

 

1) Name of Reporting Person

Lehman Brothers Inc.

 

 

 

 

S.S. or I.R.S. Identification No. of Above Person

13-2518466

 

 

 

 

2) Check the Appropriate Box if a Member of a Group

(a) o

 

 

(b) o

 

 

 

 

3) SEC Use Only

 

 

 

 

 

4) Citizenship or Place of Organization

Delaware

 

 

 

 

 

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

 

 

 

 

5)

Sole Voting Power

675,675 (1)

 

 

 

 

 

6)

Shared Voting Power

-0-

 

 

 

 

 

7)

Sole Dispositive Power

675,675 (1)

 

 

 

 

 

8)

Shared Dispositive Power

-0-

 

 

 

 

 

 

9) Aggregate Amount Beneficially Owned by Each Reporting Person

675,675 (1)

 

 

 

 

10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares

o

 

 

 

 

11) Percent of Class Represented by Amount in Row 9

5.5% (2)

 

 

 

 

12) Type of Reporting Person

BD/CO

 

 

 

 

 

(1)

Excludes 675,675 warrants which are not currently exercisable or exercisable within sixty days.
 

 

 

(2)

Based on 12,263,558 shares of common stock outstanding as of August 11, 2008, as reported on the Form 10-Q for the quarter ended June 30, 2008.
 

 

CUSIP No.

68372T103

 

 

 

 

1) Name of Reporting Person

LB I Group Inc.

 

 

 

 

S.S. or I.R.S. Identification No. of Above Person

13-2741778

 

 

 

 

2) Check the Appropriate Box if a Member of a Group

(a) o

 

 

(b) o

 

 

 

 

3) SEC Use Only

 

 

 

 

 

4) Citizenship or Place of Organization

Delaware

 

 

 

 

 

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

 

 

 

 

5)

Sole Voting Power

675,675 (1)

 

 

 

 

 

6)

Shared Voting Power

-0-

 

 

 

 

 

7)

Sole Dispositive Power

675,675 (1)

 

 

 

 

 

8)

Shared Dispositive Power

-0-

 

 

 

 

 

 

9) Aggregate Amount Beneficially Owned by Each Reporting Person

675,675 (1)

 

 

 

 

10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares

o

 

 

 

 

11) Percent of Class Represented by Amount in Row 9

5.5% (2)

 

 

 

 

12) Type of Reporting Person

CO

 

 

 

 

(1)

Excludes 675,675 warrants which are not currently exercisable or exercisable within sixty days.
 

 

 

(2)

Based on 12,263,558 shares of common stock outstanding as of August 11, 2008, as reported on the Form 10-Q for the quarter ended June 30, 2008.
 

 

Item 1(a).

Name of Issuer:

 

 

 

Opexa Therapeutics, Inc.

 

 

Item 1(b).

Address of Issuer’s Principal Executive Offices:

 

 

 

2635 N. Crescent Ridge Drive

 

The Woodlands, TX 77381

 

 

Item 2(a).

Name of Person(s) Filing:

 

 

 

Lehman Brothers Holdings Inc.

 

Lehman Brothers Inc.

 

LB I Group Inc.

 

 

 

 

Item 2(b).

Address of Principal Business Office:

 

 

 

Lehman Brothers Holdings Inc.

 

745 Seventh Avenue

 

New York, New York 10019

 

 

 

Lehman Brothers Inc.

 

745 Seventh Avenue

 

New York, New York 10019

 

 

 

LB I Group Inc.

 

399 Park Avenue

 

New York, New York 10022

 

 

 

 

Item 2(c).

Citizenship or Place of Organization:

 

 

 

Lehman Brothers Holdings Inc. (“Holdings”) is a corporation organized under the laws of the State of Delaware.

 

 

 

Lehman Brothers Inc. (“LBI”) is a corporation organized under the laws of the State of Delaware. LBI is a broker-dealer registered under Section 15 of the Act.

 

 

 

LB I Group Inc. (“LB I Group”) is a corporation organized under the laws of the State of Delaware.

 

 

 

 

 

 

 

 

Item 2(d).

Title of Class of Securities:

 

 

 

Common Stock

 

 

Item 2(e).

CUSIP Number:

 

 

 

68372T103

 

 

 

Item 3.

If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a:

 

 

 

(a) o A broker or dealer under Section 15 of the 1934 Act

 

(b) o A bank as defined in Section 3(a)(6) of the 1934 Act

 

(c) o An insurance company as defined in Section 3(a) (19) of the 1934

Act

 

(d) o An investment company registered under Section 8 of the

Investment Company Act of 1940

 

(e) o An investment advisor in accordance with

Rule 13d-1(b)(1)(ii)(E)

 

(f) o An employee benefit plan or endowment fund in accordance

with Rule 13d-1(b)(1)(ii)(F)

 

(g) o A parent holding company or control person in accordance

with Rule 13d-1(b)(1)(ii)(G)

 

(h) o A savings association as defined in Section 3(b) of the Federal

Deposit Insurance Act

 

(i) o A church plan that is excluded from the definition of investment

Company under Section 3(c)(14) of the Investment Company Act

Of 1940

 

(j) o A group, in accordance with Rule 13d-1(b)(1)(ii)(J)

 

Item 4.

Ownership

 

(a)

Amount Beneficially Owned:

 

 

 

See Item 9 of cover pages.

 

(b)

Percent of Class:

 

 

 

See Item 11 of cover pages.

 

 

(c)

Number of shares as to which the person has:

 

 

 

(i) sole power to vote or to direct the vote

 

(ii) shared power to vote or to direct the vote

 

(iii) sole power to dispose or to direct the disposition

 

(iv) shared power to dispose or to direct the disposition

 

 

See Items 5-8 of cover pages.

 

 

Item 5.

Ownership of Five Percent or Less of a Class

 

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

 

 

Not Applicable

 

Item 7.

Identification and Classification of the Subsidiary which Acquired the Security being Reported on by the Parent Holding Company or Control Person

 

 

LB I Group is the actual owner of the shares of common stock and warrants reported herein. The warrants will become exercisable six months after their issuance on August 11, 2008. The terms of the warrants contain a limitation on acquiring shares of common stock if the exercise would result in the holder beneficially owning more than 9.99% of the outstanding common stock. LB I Group, is wholly-owned by LBI, which is wholly-owned by Holdings.

 

Under the rules and regulations of the Securities and Exchange Commission, both LBI and Holdings may be deemed to be the beneficial owners of the shares of common stock owned by LB I Group.

 

 

 

 

Item 8.

Identification and Classification of Members of the Group

 

 

Not Applicable

 

Item 9.

Notice of Dissolution of Group

 

 

Not Applicable

 

 

 

Item 10.

Certification

 

o

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

x

By signing below I hereby certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned hereby certifies that the information set forth in this statement is true, complete and correct.

 

Dated: August 18, 2008

 

LEHMAN BROTHERS HOLDINGS INC.

 

 

By:

/s/ Gwen J. Zeisler

 

Name: Gwen J. Zeisler

 

Title: Vice President

 

LEHMAN BROTHERS INC.

 

 

By:

/s/ Gwen J. Zeisler

 

Name: Gwen J. Zeisler

 

Title: Vice President

 

 

LB I GROUP INC.

 

 

By:

/s/ Gwen J. Zeisler

 

Name: Gwen J. Zeisler

 

Title: Vice President

 

 

EXHIBIT A - JOINT FILING AGREEMENT

 

The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(k) (1) under the Securities Exchange Act of 1934, as amended, on behalf of each such person.

 

Dated: August 18, 2008

 

LEHMAN BROTHERS HOLDINGS INC.

 

 

By:

/s/ Gwen J. Zeisler

 

Name: Gwen J. Zeisler

 

Title: Vice President

 

LEHMAN BROTHERS INC.

 

 

By:

/s/ Gwen J. Zeisler

 

Name: Gwen J. Zeisler

 

Title: Vice President

 

 

LB I GROUP INC.

 

 

By:

/s/ Gwen J. Zeisler

 

Name: Gwen J. Zeisler

 

Title: Vice President

 

 

 

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