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 |
|
|||||||||||||||
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)
|
2. Issuer Name and Ticker or Trading Symbol
MAP Pharmaceuticals, Inc. [ MAPP ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
3. Date of Earliest Transaction
(Month/Day/Year) 10/11/2007 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) 10/11/2007 |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
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 | 10/11/2007 | J | 128,862 | A | $14.502 | 212,195 | I | See Footnote(1) | ||
Common Stock | 10/11/2007 | C | 1,638,798 | A | $14.502 | 1,850,993 | I | See Footnote(2) |
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 | ||||||||
Series B Preferred Stock | (4) | 10/11/2007 | 10/11/2007 | C | 779,872(3) | (5) | (5) | Common Stock | 779,872(3) | $14.502 | 0 | D |
Explanation of Responses: |
1. Represents 123,306 shares held by Skyline Venture Partners Qualified Purchaser Fund III, L.P. ("SVPQFIII"), 3,068 shares held by Skyline Venture Partners III, L.P. ("SVPIII") and 2,488 shares held by Skyline Expansion Fund, L.P. ("SEF") received pursuant to the cumulative stock dividend. This also represents 83,333 shares held by SEF previously reported by the Reporting Person on a Form 4 filing. This amendment corrects the number of shares held by each of SVPQFIII, SVPIII and SEF. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. |
2. Represents the aggregate cumulative holdings, including the shares represented in footnote 1 above, of SVPQFIII of 1,645,733 shares, SVPQFIII of 40,971 shares and SEF of 164,289 shares. This amendment corrects the number of shares held by each of SVPQFIII, SVPIII and SEF and also represents an increase of one share beneficially owned by the Reporting Person. Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. |
3. This amendment corrects the number of shares of common stock issued upon conversion of the issuer's Series B Preferred Stock by one additional share. |
4. All outstanding shares of the issuer's preferred stock were automatically converted into common stock on a 1-for-1 basis upon the closing of the issuer's initial public offering, for no additional consideration. |
5. Not applicable, see Note 4. |
/s/ John G. Freund, M.D. | 03/16/2010 | |
** 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. |