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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 06/14/2007 |
3. Issuer Name and Ticker or Trading Symbol
CLINICAL DATA INC [ CLDA ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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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 | 1,625 | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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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 | ||||
Stock Option (Right to buy) | 10/06/2005(1) | 06/09/2011 | Common Stock | 650 | $200.31 | D | |
Stock Option (Right to buy) | (2) | 10/14/2011 | Common Stock | 97 | $69.23 | D | |
Stock Option (Right to buy) | (3) | 12/31/2011 | Common Stock | 650 | $70.46 | D | |
Stock Option (Right to buy) | (4) | 09/07/2012 | Common Stock | 487 | $13.08 | D | |
Stock Option (Right to buy) | (5) | 01/25/2013 | Common Stock | 1,950 | $22 | D | |
Stock Option (Right to buy) | (6) | 12/06/2013 | Common Stock | 3,185 | $39.38 | D | |
Stock Option (Right to buy) | (7) | 04/25/2014 | Common Stock | 1,365 | $57.54 | D | |
Stock Option (Right to buy) | (8) | 01/05/2015 | Common Stock | 796 | $33.85 | D | |
Stock Option (Right to buy) | (9) | 01/05/2015 | Common Stock | 796 | $33.85 | D | |
Stock Option (Right to buy) | (10) | 05/12/2016 | Common Stock | 30,000 | $18.55 | D | |
Stock Option (Right to buy) | (11) | 10/17/2015 | Common Stock | 12,000 | $17.89 | D | |
Stock Option (Right to buy) | (12) | 12/23/2015 | Common Stock | 8,000 | $17.9 | D |
Explanation of Responses: |
1. The options were originally options to purchase shares of Genaissance Pharmaceuticals, Inc. ("Genaissance"). The options converted into options to purchase Clinical Data, Inc. ("Clinical Data") shares on October 6, 2005, the date of the merger between Genaissance and Clinical Data. |
2. Exercisable as to 19 shares on October 16, 2002, as to 20 shares on October 16, 2003, as to 19 shares on October 16, 2004, and as to 20 shares on October 16, 2005. The options were originally options to purchase shares of Genaissance. The options converted into options to purchase Clinical Data shares on October 6, 2005, the date of the merger between Genaissance and Clinical Data. |
3. Exercisable as to 130 shares on January 2, 2002, as to 130 shares on January 2, 2003, as to 130 shares on January 2, 2004, as to 130 shares on January 2, 2005, and as to 130 shares on January 2, 2006. The options were originally options to purchase shares of Genaissance. The options converted into options to purchase Clinical Data shares on October 6, 2005, the date of the merger between Genaissance and Clinical Data. |
4. Exercisable as to 97 shares on September 10, 2002, as to 97 shares on September 10, 2003, as to 98 shares on September 10, 2004, as to 97 shares on September 10, 2005, and as to 98 shares on September 10, 2006. The options were originally options to purchase shares of Genaissance. The options converted into options to purchase Clinical Data shares on October 6, 2005, the date of the merger between Genaissance and Clinical Data. |
5. Exercisable as to 390 shares on January 28, 2003, as to 390 shares on January 28, 2004, as to 390 shares on January 28, 2005, as to 390 shares on January 28, 2006, and as to 390 shares on January 28, 2007. The options were originally options to purchase shares of Genaissance. The options converted into options to purchase Clinical Data shares on October 6, 2005, the date of the merger between Genaissance and Clinical Data. |
6. Exercisable as to 637 shares on December 9, 2003, as to 637 shares on December 9, 2004, as to 637 shares on December 9, 2005, as to 637 shares on December 9, 2006, and as to 637 shares on December 9, 2007. The options were originally options to purchase shares of Genaissance. The options converted into options to purchase Clinical Data shares on October 6, 2005, the date of the merger between Genaissance and Clinical Data. |
7. Exercisable as to 85 or 86 shares on a quarterly basis commencing July 27, 2004. The options were originally options to purchase shares of Genaissance. The options converted into options to purchase Clinical Data shares on October 6, 2005, the date of the merger between Genaissance and Clinical Data. |
8. Exercisable as to 295 or 296 shares on a quarterly basis commencing April 7, 2005. The options were originally options to purchase shares of Genaissance. The options converted into options to purchase Clinical Data shares on October 6, 2005, the date of the merger between Genaissance and Clinical Data. |
9. Exercisable as to 49 or 50 shares on a quarterly basis commencing April 7, 2005. The options were originally options to purchase shares of Genaissance. The options converted into options to purchase Clinical Data shares on October 6, 2005, the date of the merger between Genaissance and Clinical Data. |
10. Exercisable as to 10,000 shares on May 12, 2007, as to an additonal 10,000 shares on May 12, 2008, and as to an additional 10,000 shares on May 12, 2009. Such options shall become immediately exercisable, among other events, upon a change of control of the issuer. |
11. Exercisable as to 4,000 shares on October 17, 2006, as to an additonal 4,000 shares on October 17, 2007, and as to an additional 4,000 shares on October 17, 2008. Such options shall become immediately exercisable, among other events, upon a change of control of the issuer. |
12. Exercisable as to 2,667 shares on December 23, 2006, as to an additonal 2,667 shares on December 23, 2007, and as to an additional 2,666 shares on December 23, 2008. Such options shall become immediately exercisable, among other events, upon a change of control of the issuer. |
Remarks: |
/s/ Carol Reed, M.D. | 06/18/2007 | |
** 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. | ||
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. |