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
RENOVIS INC [ RNVS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/08/2005 | ||||||||||||||||||||||||||
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 | ||||||
Common Stock | 08/08/2005 | (1) | J(2) | 482,259(2) | D | $0.00 | 665,976 | I | See footnote(2)(3)(4) | |
Common Stock | 08/08/2005 | (1) | J(5) | 17,741(5) | D | $0.00 | 24,499 | I | See footnote(3)(4)(5) | |
Common Stock | 08/08/2005 | (1) | J | 2,385 | A | $0.00 | 45,087 | D(3) |
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. n/a |
2. Alta BioPharma Partners II, L.P. ("ABPII") distributed 482,259 shares to its general and limited partners based on their respective capital interests in ABPII in accordance with the Partnership Agreement without receipt of additional consideration from such partners. |
3. Farah Champsi resigned as a director on 6/16/2004. She is a managing director of Alta BioPharma Management Partners II, LLC (which is the general partner of Alta BioPharma Partners II, L.P. ("ABPII")), and a manager of Alta Embarcadero BioPharma Partners II, LLC ("AEPII"). As a managing director and manager of such funds, she may be deemed to share voting and investment powers over the shares held by the funds. She disclaims beneficial ownership of all such shares held by ABPII and AEPII, except to the extent of her proportionate pecuniary interests therein. As a result of the 8/8/05 Stock Distribution, the 1999 Farah Hyder Champsi Trust received 2,385 shares of Common Stock. |
4. Alta Partners II, Inc.("APII") provides investment advisory services to several venture capital funds including, Alta BioPharma Partners II, L.P. ("ABPII") & Alta Embarcadero BioPharma Partners II, LLC ("AEBP"). As a result of the Stock Distribution on 8/8/2005, ABPII now benefically owns 665,976 shares & AEPII now owns 24,499 shares. The respective general partners and managing members of ABPII and AEBPII exercise sole voting and investment power with respect to the shares owned by such funds. Certain principals of APII are managing directors of Alta BioPharma Management II, LLC (which is the general partner of ABPII) & managers of AEBPII (respectively). As managing directors and managers of such funds, they may be deemed to share voting and investment powers for the shares held by the foregoing funds. The principals of APII disclaim beneficial ownership of all such shares held by the foregoing funds, except to the extent of their proportionate pecuniary interests therein. |
5. Alta Embarcadero BioPharma Partners II, LLC ("AEPII") distributed 17,741 shares to its members based on their respective capital interests in AEBPII in accordance with the Operating Agreement without receipt of additional consideration from such partners. |
Remarks: |
Cross-reference with the Form 4 filed by Alta Partners II, Inc. on 8/9/2005 |
Farah Champsi | 08/09/2005 | |
** 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. |