SEC Form 4
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
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X
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*
Lava Management LLC

(Last) (First) (Middle)
PAUAHI TOWER
1001 BISHOP STREET, SUITE 1570

(Street)
HONOLULU HI 96813

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
HOKU SCIENTIFIC INC [ HOKU ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
02/07/2006
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
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 02/07/2006 S 162 D $9.035 29,223 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 152 D $9.03 29,071 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 91 D $9.02 28,980 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 35 D $9.01 28,945 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 19,200 D $9 9,745 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 34 D $8.99 9,711 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 34 D $8.98 9,677 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 4,193 D $8.97 5,484 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 131 D $8.96 5,353 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 94 D $8.95 5,259 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 3 D $8.91 5,256 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 10 D $8.88 5,246 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 40 D $8.87 5,206 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 139 D $8.85 5,067 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 137 D $8.84 4,930 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 275 D $8.83 4,655 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 61 D $8.82 4,594 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 17 D $8.81 4,577 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 70 D $8.8 4,507 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 77 D $8.79 4,430 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 81 D $8.78 4,349 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 168 D $8.77 4,181 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 3 D $8.74 4,178 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 27 D $8.73 4,151 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 24 D $8.72 4,127 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 10 D $8.71 4,117 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 69 D $8.69 4,048 I See footnotes(1)(2)(3)
Common Stock 02/07/2006 S 34 D $8.68 4,014 I See footnotes(1)(2)(3)
Common Stock 02/08/2006 S 87 D $8.85 3,927 I See footnotes(1)(2)(3)
Common Stock 02/08/2006 S 4 D $8.82 3,923 I See footnotes(1)(2)(3)
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
1. Name and Address of Reporting Person*
Lava Management LLC

(Last) (First) (Middle)
PAUAHI TOWER
1001 BISHOP STREET, SUITE 1570

(Street)
HONOLULU HI 96813

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Watanabe Group LLC

(Last) (First) (Middle)
PAUAHI TOWER
1001 BISHOP STREET, SUITE 1570

(Street)
HONOLULU HI 96813

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Watanabe Gwendolyn A

(Last) (First) (Middle)
PAUAHI TOWER
1001 BISHOP STREET, SUITE 1570

(Street)
HONOLULU HI 96813

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Lava Ventures VII LP

(Last) (First) (Middle)
PAUAHI TOWER
1001 BISHOP STREET, SUITE 1570

(Street)
HONOLULU HI 96813

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
LAVA VENTURES III LLC

(Last) (First) (Middle)
PAUAHI TOWER
1001 BISHOP STREET, SUITE 1570

(Street)
HONOLULU HI 96813

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Lava Ventures, LLC

(Last) (First) (Middle)
PAUAHI TOWER
1001 BISHOP STREET, SUITE 1570

(Street)
HONOLULU HI 95813

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Shares owned directly by Lava Ventures, LLC ("LV").
2. Watanabe Group is the managing member of Lava Management, the Designated Filer, and LV. Gwendolyn A. Watanabe, the manager of Watanabe Group, and Watanabe Group may be deemed to share voting and investment control over the shares held by LV.
3. Watanabe Group and Ms. Watanabe disclaim beneficial ownership of the shares held by LV except to the extent of any pecuniary interest therein.
Remarks:
Each Reporting Person disclaims beneficial ownership of any securities (except to the extent of such Reporting Person's pecuniary interest in such securities) other than any securities being reported herein as being directly owned by such Reporting Person. This report is the fourth of five reports, each on a separate Form 4, but relating to the same transaction being filed by the Reporting Persons listed on Exhibit 99.
/s/ Gwendolyn A. Watanabe, as manager of Watanabe Group, LLC, managing member of Lava Management, LLC 02/09/2006
/s/ Gwendolyn A. Watanabe, as manager of Watanabe Group, LLC 02/09/2006
/s/ Gwendolyn A. Watanabe 02/09/2006
/s/ Gwendolyn A. Watanabe, as manager of Watanabe Group, LLC, managing member of Lava Management, LLC, general partner of Lava Ventures VII, LP 02/09/2006
/s/ Gwendolyn A. Watanabe, as manager of Watanabe Group, LLC, managing member of Lava Management, LLC, manager of Lava Ventures III, LLC 02/09/2006
/s/ Gwendolyn A. Watanabe, as manager of Watanabe Group, LLC, manager of Lava Ventures, LLC 02/09/2006
** 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.