-----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, LEoQ7hSacG++p8z9/qiBxyqSYjvlSak/QsS0ESYGsAJ++2q7Y8VYv4fu09q8R5bV TMmnNrGzgw+igsX/lBlglQ== 0001104659-08-010786.txt : 20080214 0001104659-08-010786.hdr.sgml : 20080214 20080214161609 ACCESSION NUMBER: 0001104659-08-010786 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080214 DATE AS OF CHANGE: 20080214 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: D AMBRA THOMAS E PHD CENTRAL INDEX KEY: 0001106073 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 370 RIVERVIEW ROAD CITY: REXFORD STATE: NY ZIP: 12148 BUSINESS PHONE: 5183730301 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ALBANY MOLECULAR RESEARCH INC CENTRAL INDEX KEY: 0001065087 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731] IRS NUMBER: 141742717 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-57327 FILM NUMBER: 08615978 BUSINESS ADDRESS: STREET 1: 21 CORPORATE CIRCLE STREET 2: P O BOX 15098 CITY: ALBANY STATE: NY ZIP: 12203-5154 BUSINESS PHONE: 5184640279 MAIL ADDRESS: STREET 1: 21 CORPORATE CIRCLE STREET 2: P O BOX 15098 CITY: ALBANY STATE: NY ZIP: 12203-5154 SC 13G/A 1 a08-5795_1sc13ga.htm SC 13G/A

 

 

 

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No. 2)*

 

ALBANY MOLECULAR RESEARCH, INC.

(Name of Issuer)

COMMON STOCK, $0.01 PAR VALUE

(Title of Class of Securities)

012423109

(CUSIP Number)

DECEMBER 31, 2007

(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. 012423109

 

 

1.

Names of Reporting Persons
THOMAS E. D’AMBRA, PH.D.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
UNITED STATES

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
4,638,416 (2)

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
4,638,416 (2)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
4,638,416 (2)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
14.1% (1)

 

 

12.

Type of Reporting Person (See Instructions)
IN


(1)  Based on 32,998,159 shares of Common Stock outstanding as of December 31, 2007.

(2)  Represents shares jointly owned with Dr. D’Ambra’s spouse, Constance M. D’Ambra.

 

 

2



 

Item 1.

 

(a)

Name of Issuer
Albany Molecular Research, Inc. (the “Issuer”)

 

(b)

Address of Issuer’s Principal Executive Offices
21 Corporate Circle, PO Box 15098, Albany, NY 12212-5098

 

Item 2.

 

(a)

Name of Person Filing
Thomas E. D’Ambra, Ph.D.

 

(b)

Address of Principal Business Office or, if none, Residence
21 Corporate Circle, PO Box 15098, Albany, NY 12212-5098

 

(c)

Citizenship
United States

 

(d)

Title of Class of Securities
Common Stock, $0.01 par value

 

(e)

CUSIP Number
012423109

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

Not applicable.

 

 

3



 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:   

4,638,416 (2)

 

(b)

Percent of class:   

14.1% (1)

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote   

0

 

 

(ii)

Shared power to vote or to direct the vote    

4,638,416 (2)

 

 

(iii)

Sole power to dispose or to direct the disposition of   

0

 

 

(iv)

Shared power to dispose or to direct the disposition of   

4,638,416 (2)

 

Item 5.

Ownership of Five Percent or Less of a Class

N/A

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

N/A

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

N/A

 

Item 8.

Identification and Classification of Members of the Group

N/A

 

Item 9.

Notice of Dissolution of Group

N/A


(1)  Based on 32,998,159 shares of Common Stock outstanding as of December 31, 2007.

(2)  Represents shares jointly owned with Dr. D’Ambra’s spouse, Constance M. D’Ambra.

 

4



 

Item 10.

Certification

By signing below I 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.

 

Signature

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

 

February 14,2008

 

Date

 


/s/ Thomas E. D’Ambra

 

Signature

 


Thomas E. D’Ambra
CHIEF EXECUTIVE OFFICER

 

Name/Title

 

 

5


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