SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
SHEA WILLIAM J

(Last) (First) (Middle)
159 BEAR HILL RD.

(Street)
NORTH ANDOVER MA 01845

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
12/27/2011
3. Issuer Name and Ticker or Trading Symbol
LUCID INC [ LUCD.OB ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Executive Chairman of Board
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock; Par Value - $0.01 368,942 (1) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) (2) 05/26/2020 Common Stock 200,000 6.58 D
Employee Stock Option (Right to Buy) (3) 12/29/2020 Common Stock 75,000 8.32 D
Warrant to Purchase Common Stock 08/09/2009 12/31/2011 Common Stock 1,546 4.85 D
Warrant to Purchase Common Stock (4) 11/15/2015 Common Stock (4) 8.22 D
Warrant to Purchase Common Stock (4) 11/15/2015 Common Stock (4) 9.22 D
8% Convertible Note due 2012 (5) 11/15/2012 Common Stock (5) (5) D
8% Convertible Note due 2012 (6) 11/15/2012 Common Stock (6) (6) D
Explanation of Responses:
1. Number of securities includes 62,500 shares of restricted stock that vest on March 12, 2013.
2. One-third of the total number of options vested or shall vest and became or shall become exercisable on each of the first, second, and third anniversary of the date of grant of May 27, 2010.
3. One-third of the total number of options vested or shall vest and became or shall become exercisable on each of the first, second, and third anniversary of the date of grant of December 30, 2010.
4. Warrants for a number of shares of common stock equal to 70% of the principal of the related note divided by the price per share in the public offering will become exercisable upon the earlier of the closing of a qualified initial public offering or November 15, 2012.
5. Note including both principal and interest, automatically converts into shares of common stock upon closing of a qualified initial public offering at a conversion price equal to 70% of the price at which shares are sold to the public.
6. Note including both principal and interest, automatically converts into shares of common stock upon closing of a qualified initial public offering at a conversion price equal to 70% of the price at which shares are sold to the public. These securities are held by Mr. Shea's spouse.
/s/ William J. Shea 12/27/2011
** 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 5 (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.
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