SEC FORM 3

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^*

Nicolette Charles A.

(Last)

(First)

(Middle)

C/O ARGOS THERAPEUTICS, INC.

4233 TECHNOLOGY DRIVE

(Street)

DURHAM

27704

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/06/2014

3. Issuer Name and Ticker or Trading Symbol
ARGOS THERAPEUTICS INC [ ARGS ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CSO

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)

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Series D Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	4,941⁽¹⁾	⁽¹⁾	D
Series E Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	1,859⁽²⁾	⁽²⁾	D
Stock Option (right to buy)	⁽³⁾	07/02/2018	Common Stock	14,640⁽¹⁰⁾	$4.2⁽¹⁰⁾	D
Stock Option (right to buy)	⁽⁴⁾	12/05/2018	Common Stock	5,893⁽¹⁰⁾	$4.2⁽¹⁰⁾	D
Stock Option (right to buy)	⁽⁵⁾	12/10/2020	Common Stock	14,619⁽¹⁰⁾	$4.2⁽¹⁰⁾	D
Stock Option (right to buy)	⁽⁶⁾	04/10/2022	Common Stock	31,726⁽¹⁰⁾	$4.2⁽¹⁰⁾	D
Stock Option (right to buy)	⁽⁷⁾	12/11/2022	Common Stock	22,801⁽¹⁰⁾	$4.2⁽¹⁰⁾	D
Stock Option (right to buy)	⁽⁸⁾	11/01/2023	Common Stock	161,643⁽¹⁰⁾	$5.82⁽¹⁰⁾	D
Stock Option (right to buy)	⁽⁹⁾	11/11/2023	Common Stock	28,481⁽¹⁰⁾	$5.82⁽¹⁰⁾	D

Explanation of Responses:

1. The Series D Preferred Stock has no expiration date. Each share of Series D Preferred Stock will convert automatically into 0.1667 shares of Common Stock upon the closing of the Issuer's initial public offering, which reflects a one-for-six reverse stock split of the Issuer's Common Stock that was effected on January 17, 2014.

2. The Series E Preferred Stock has no expiration date. Each share of Series E Preferred Stock will convert automatically into 0.1667 shares of Common Stock upon the closing of the Issuer's initial public offering, which reflects a one-for-six reverse stock split of the Issuer's Common Stock that was effected on January 17, 2014.

3. The option is fully vested and exercisable.

4. The option is fully vested and exercisable.

5. This option was granted on December 10, 2010 and vests in equal amounts monthly over a four year period beginning on February 24, 2010.

6. This option was granted on April 10, 2012 and vested as to 33% of the shares underlying this option on the date of grant, with the remaining 66% of the shares underlying this option vesting in equal amounts monthly over the next three years beginning on April 10, 2012.

7. This option was granted on December 11, 2012 and vested as to 50% of the shares underlying this option on the date of grant, with the remaining 50% of the shares underlying this option vesting in equal amounts monthly over the next two years beginning on October 31, 2012.

8. This option was granted on November 1, 2013 and vests as to 25% of the shares underlying this option on November 1, 2014, with the remaining 75% of the shares underlying this option vesting in equal amounts monthly over the next three years beginning on November 1, 2014.

9. This option was granted on November 11, 2013 and vests as to 25% of the shares underlying this option on November 11, 2014, with the remaining 75% of the shares underlying this option vesting in equal amounts monthly over the next three years beginning on November 11, 2014.

10. Reflects a one-for-six reverse stock split of the Issuer's Common Stock that was effected on January 17, 2014, pursuant to which (i) the number of shares of Common Stock underlying this option was divided by six and (ii) the exercise price of this option was multiplied by six.

Remarks:

Exhibit Index Exhibit 24.1 - Power of Attorney

	/s/ Charles A. Nicolette	02/06/2014
	** 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).
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