-----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, Q8F4ceMAAtVrK0hGB/lcXGizxvotapiTzQyXPHa4/TE5uZEbUYiLiRa+G8GlN7eR TXfvusvRg8Ez1fDzPwMuoQ== 0000904454-10-000034.txt : 20100203 0000904454-10-000034.hdr.sgml : 20100203 20100202175851 ACCESSION NUMBER: 0000904454-10-000034 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20100203 DATE AS OF CHANGE: 20100202 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TARGACEPT INC CENTRAL INDEX KEY: 0001124105 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-82442 FILM NUMBER: 10568186 BUSINESS ADDRESS: STREET 1: 200 EAST FIRST STREET STREET 2: SUITE 300 CITY: WINSTON-SALEM STATE: NC ZIP: 27101 BUSINESS PHONE: 3364802100 MAIL ADDRESS: STREET 1: 200 EAST FIRST STREET STREET 2: SUITE 300 CITY: WINSTON-SALEM STATE: NC ZIP: 27101 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: EuclidSR Partners, L.P. CENTRAL INDEX KEY: 0001317657 IRS NUMBER: 134107557 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 45 ROCKEFELLER PLAZA STREET 2: SUITE 3240 CITY: NEW YORK STATE: NY ZIP: 10111 BUSINESS PHONE: 212-218-6879 MAIL ADDRESS: STREET 1: 45 ROCKEFELLER PLAZA STREET 2: SUITE 3240 CITY: NEW YORK STATE: NY ZIP: 10111 SC 13G/A 1 s13ga_020210-targacept.htm AMD TO SCHED 13G FOR TARGACEPT BY EUCLIDSR PARTNERS

CUSIP No. 87611R 30 6

Page 1 of 5 Pages

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________

 

SCHEDULE 13G

(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULES 13d-1(b),(c), AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2(b)

(Amendment No. 3)1

Targacept Inc.

(Name of Issuer)

Common Stock, $.001 par value

(Title of Class of Securities)

87611R 30 6

(CUSIP Number)

December 31, 2009

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)

o Rule 13d-1(c)

x Rule 13d-1(d)

 

_________________________

1  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 disclosures provided in a prior cover page. The information required on 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 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

 

CUSIP No. 87611R 30 6

Page 2 of 5 Pages

 

1)

Name of Reporting Person

I.R.S. Identification

No. of Above Person

(Entities Only)

EuclidSR Partners, L.P.

2)

Check the Appropriate Box

if a Member of a Group

(a) x

(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

556,631 shares of Common Stock

6)

Shared Voting
Power

 

-0-

7)

Sole Dispositive
Power

556,631 shares of Common Stock

8)

Shared Dispositive Power

 

-0-

9)

Aggregate Amount Beneficially Owned by Each Reporting Person

556,631 shares of Common Stock

10)

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

 

11)

Percent of Class Represented by Amount in Row (9)

2.0%

12)

Type of Reporting Person

PN

 

 

CUSIP No. 87611R 30 6

Page 3 of 5 Pages

 

1)

Name of Reporting Person

I.R.S. Identification

No. of Above Person

(Entities Only)

EuclidSR Biotechnology
Partners, L.P.

2)

Check the Appropriate Box

if a Member of a Group

(a) x

(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

135,074 shares of Common Stock

6)

Shared Voting
Power

 

-0-

7)

Sole Dispositive
Power

135,074 shares of Common Stock

8)

Shared Dispositive Power

 

-0-

9)

Aggregate Amount Beneficially Owned by Each Reporting Person

135,074 shares of Common Stock

10)

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

 

11)

Percent of Class Represented by Amount in Row (9)

0.5%

12)

Type of Reporting Person

PN

 

 

CUSIP No. 87611R 30 6

Page 4 of 5 Pages

 

Amendment No. 3 to Schedule 13G (Final Amendment)

 

Reference is hereby made to the statement on Schedule 13G filed with the Securities and Exchange Commission on February 26, 2007, Amendment No. 1 thereto filed on February 11, 2008 and Amendment No. 2 thereto filed on February 12, 2009 (as so amended, the “Schedule 13G”). Terms defined in the Schedule 13G are used herein as so defined.

 

The following Items of the Schedule 13G are hereby amended and restated as follows:

 

Item 4

–

Ownership.

 

 

(a)

Amount Beneficially Owned:

 

ESR Partners: 556,631 shares of Common Stock

ESR Biotech: 135,074 shares of Common Stock

 

(b) Percent of Class:

 

ESR Partners: 2.0%

ESR Biotech: 0.5%

 

 

(c)

Number of shares as to which such person has:

 

 

(i)

sole power to vote or to direct the vote:

 

ESR Partners: 556,631 shares of Common Stock

ESR Biotech: 135,074 shares of Common Stock

 

(ii) shared power to vote or to direct the vote: -0-

 

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

 

ESR Partners: 556,631 shares of Common Stock

ESR Biotech: 135,074 shares of Common Stock

 

(iv) shared power to dispose or to direct the disposition of: -0-

 

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 Persons have ceased to be the beneficial owners of more than five percent of the Common Stock, check the following: x

 

 

CUSIP No. 87611R 30 6

Page 5 of 5 Pages

 

Signature:

 

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

 

 

 

EUCLIDSR PARTNERS, L.P.

 

By:

EuclidSR Associates, L.P., General Partner

 

By:

/s/ Stephen K. Reidy

 

 

General Partner

 

EUCLIDSR BIOTECHNOLOGY PARTNERS, L.P.

 

By:

EuclidSR Biotechnology Associates, L.P., General Partner

 

By:

/s/ Stephen K. Reidy

 

 

General Partner

 

 

Date: February 2, 2010

 

 

 -----END PRIVACY-ENHANCED MESSAGE-----