-----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, V272/y2EpdvvBU42YBD/Qw6gsI7nIqflI7F9RERzH8oD2PSPkODvOOpg8Qd+Abzy j4kRfeVORYL1Io3shz+xyg== 0001047469-98-006486.txt : 19980218 0001047469-98-006486.hdr.sgml : 19980218 ACCESSION NUMBER: 0001047469-98-006486 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980217 SROS: NONE GROUP MEMBERS: BERNARD LACROUTE GROUP MEMBERS: BROOK H. BYERS GROUP MEMBERS: E. FLOYD KVAMME GROUP MEMBERS: JAMES P. LALLY GROUP MEMBERS: JOSEPH S. LACOB GROUP MEMBERS: KLEINER PERKINS CAUFIELD & BYERS VI LP GROUP MEMBERS: KPCB VI ASSOCIATES GROUP MEMBERS: L. JOHN DOERR GROUP MEMBERS: VINOD KHOSLA SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PHARMACOPEIA INC CENTRAL INDEX KEY: 0001002388 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731] IRS NUMBER: 330557266 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-44599 FILM NUMBER: 98541923 BUSINESS ADDRESS: STREET 1: 101 COLLEGE RD EAST CITY: PRINCETON STATE: NJ ZIP: 08540 BUSINESS PHONE: 6094523600 MAIL ADDRESS: STREET 1: 101 COLLEGE RD EAST CITY: PRINCETON STATE: NJ ZIP: 08540 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KLEINER PERKINS CAUFIELD & BYERS VI LP CENTRAL INDEX KEY: 0000936312 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 943517816 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 2750 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 4152332750 MAIL ADDRESS: STREET 1: 2750 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 SC 13G/A 1 SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* PHARMACOPEIA, INC. - -------------------------------------------------------------------------------- (Name of Issuer) COMMON STOCK - -------------------------------------------------------------------------------- (Title of Class of Securities) 071713B10 - -------------------------------------------------------------------------------- (CUSIP Number) *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 ("ACT") OR OTHERWISE SUBJECT TO THE LIABILITIES OF THAT SECTION OF THE ACT BUT SHALL BE SUBJECT TO ALL OTHER PROVISIONS OF THE ACT (HOWEVER, SEE THE NOTES). (CONTINUED ON FOLLOWING PAGES) Page 1 of 17 Pages Exhibit Index Contained on Page 14 CUSIP NO. 071713B10 13G Page 2 of 17 Pages 1 NAME OF REPORTING PERSON SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Kleiner Perkins Caufield & Byers VI, L.P., a California Limited Partnership ("KPCB VI") 94-3157816 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) /X/ 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION California Limited Partnership NUMBER OF 5 SOLE VOTING POWER SHARES - 0 - BENEFICIALLY OWNED BY 6 SHARED VOTING POWER EACH - 0 - REPORTING PERSON 7 SOLE DISPOSITIVE POWER WITH - 0 - 8 SHARED DISPOSITIVE POWER - 0 - 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON - 0 - 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* / / 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 - 0 - 12 TYPE OF REPORTING PERSON* PN * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 071713B10 13G Page 3 of 17 Pages 1 NAME OF REPORTING PERSON SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON KPCB VI Associates, L.P., a California Limited Partnership ("KPCB VI Associates") 94-3158010 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) /X/ 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION California Limited Partnership NUMBER OF 5 SOLE VOTING POWER SHARES - 0 - BENEFICIALLY OWNED BY 6 - 0 - EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON - 0 - WITH 8 SHARED DISPOSITIVE POWER - 0 - shares directly owned by KPCB VI. KPCB VI Associates is the general partner of KPCB VI. 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON - 0 - 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* / / 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 - 0 - 12 TYPE OF REPORTING PERSON* PN * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 071713B10 13G Page 4 of 17 Pages 1 NAME OF REPORTING PERSON SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Brook H. Byers 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) /X/ 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States 5 SOLE VOTING POWER NUMBER OF 35,520 SHARES BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH The Brook H. Byers Trust holds 8,457 REPORTING shares, beneficial ownership of which PERSON Mr. Byers disclaims. WITH 7 SOLE DISPOSITIVE POWER 35,520 8 SHARED DISPOSITIVE POWER The Brook H. Byers Trust holds 8,457 shares, beneficial ownership of which Mr. Byers disclaims. 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 43,977 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* / / 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 .4% 12 TYPE OF REPORTING PERSON* IN * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 071713B10 13G Page 5 of 17 Pages 1 NAME OF REPORTING PERSON SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Vinod Khosla 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) /X/ 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States 5 SOLE VOTING POWER NUMBER OF 14,224 SHARES BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH The Vinod & Neeru Khosla Trust holds REPORTING 14,836 shares, beneficial ownership of PERSON which Mr. Khosla disclaims. WITH 7 SOLE DISPOSITIVE POWER 14,224 8 SHARED DISPOSITIVE POWER The Vinod & Neeru Khosla Trust holds 14,836 shares, beneficial ownership of which Mr. Khosla disclaims. 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 29,060 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* / / 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 .3% 12 TYPE OF REPORTING PERSON* IN * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 071713B10 13G Page 6 of 17 Pages 1 NAME OF REPORTING PERSON SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON E. Floyd Kvamme 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) /X/ 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States 5 SOLE VOTING POWER NUMBER OF 21,970 SHARES BENEFICIALLY 6 - 0 - OWNED BY EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON 21,970 WITH 8 - 0 - 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 21,970 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* / / 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 .2% 12 TYPE OF REPORTING PERSON* IN * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 071713B10 13G Page 7 of 17 Pages 1 NAME OF REPORTING PERSON SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON L. John Doerr 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) /X/ 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States 5 SOLE VOTING POWER NUMBER OF 38,989 SHARES BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH The Child(ren) of L. John Doerr Trust REPORTING holds 8,457 shares, beneficial PERSON ownership of which Mr. Doerr disclaims. WITH 7 SOLE DISPOSITIVE POWER 38,989 8 SHARED DISPOSITIVE POWER The Child(ren) of L. John Doerr Trust holds 8,457 shares, beneficial ownership of which Mr. Doerr disclaims. 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 47,446 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* / / 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 .4% 12 TYPE OF REPORTING PERSON* IN * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 071713B10 13G Page 8 of 17 Pages 1 NAME OF REPORTING PERSON SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Joseph S. Lacob 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) /X/ 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States 5 SOLE VOTING POWER NUMBER OF 30,168 SHARES BENEFICIALLY 6 - 0 - OWNED BY EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON 30,168 WITH 8 - 0 - 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 30,168 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* / / 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 .3% 12 TYPE OF REPORTING PERSON* IN * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 071713B10 13G Page 9 of 17 Pages 1 NAME OF REPORTING PERSON SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Bernard Lacroute 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) /X/ 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States 5 SOLE VOTING POWER NUMBER OF 30,163 SHARES BENEFICIALLY 6 - 0 - OWNED BY EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON 30,163 WITH 8 - 0 - 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 30,163 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* / / 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 .3% 12 TYPE OF REPORTING PERSON* IN * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 071713B10 13G Page 10 of 17 Pages 1 NAME OF REPORTING PERSON SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON James P. Lally 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) /X/ 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States 5 SOLE VOTING POWER NUMBER OF 43,095 SHARES BENEFICIALLY 6 - 0 - OWNED BY EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON 43,095 WITH 8 - 0 - 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 43,095 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* / / 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 .4% 12 TYPE OF REPORTING PERSON* IN * SEE INSTRUCTIONS BEFORE FILLING OUT! Page 11 of 17 ITEM 1(A). NAME OF ISSUER. Pharmacopeia, Inc. ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES. 201 College Road East Princeton, NJ 08540 ITEM 2(A)-(C). NAME, ADDRESS AND CITIZENSHIP OF PERSONS FILING. This amended statement is being filed by KPCB VI Associates, L.P., a California Limited Partnership ("KPCB VI Associates"), whose principal business address is 2750 Sand Hill Road, Menlo Park, California 94025. The names, business addresses and citizenships of all the general partners of KPCB VI Associates are set forth on Exhibit B hereto. KPCB VI Associates is general partner to Kleiner Perkins Caufield & Byers VI, L.P., a California limited partnership ("KPCB VI"). ITEM 2(D) AND (E). TITLE OF CLASS OF SECURITIES AND CUSIP NUMBER. Common Stock CUSIP # 071713B10 ITEM 3. NOT APPLICABLE. ITEM 4. OWNERSHIP. Please see item 5. ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. This statement is being filed to report the fact that as of the date hereof each reporting person has ceased to be the beneficial owner of more than five percent of the Common Stock of Pharmacopeia, Inc. ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. Not applicable - see item 5. Page 12 of 17 ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. Not applicable. ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. Not applicable. ITEM 9. NOTICE OF DISSOLUTION OF GROUP. Not applicable. ITEM 10. CERTIFICATION. Not applicable. Page 13 of 17 SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 10, 1998 KPCB VI ASSOCIATES, L.P., A CALIFORNIA LIMITED PARTNERSHIP By: /s/ Brook H. Byers ------------------------------------ A General Partner KLEINER PERKINS CAUFIELD & BYERS VI, L.P., A CALIFORNIA LIMITED PARTNERSHIP By KPCB VI Associates, L.P., a California limited partnership, its General Partner By: /s/ BROOK H. Byers ------------------------------------ A General Partner BROOK H. BYERS VINOD KHOSLA E. FLOYD KVAMME L. JOHN DOERR JOSEPH S. LACOB BERNARD LACROUTE JAMES P. LALLY By: /s/ Michael S. Curry ------------------------------------ Michael S. Curry Attorney-in-Fact Page 14 of 17 EXHIBIT INDEX Found on Sequentially Exhibit Numbered Page - --------- -------------- Exhibit A: Agreement of Joint Filing 15 Exhibit B: List of General Partners of KPCB VI Associates 16 Page 15 of 17 EXHIBIT A AGREEMENT OF JOINT FILING The undersigned hereby agree that they are filing jointly pursuant to Rule 13d-1 of the Act the amended statement dated February 10, 1998, containing the information required by Schedule 13G, for the shares of Common Stock of Pharmacopeia, Inc. previously held by Kleiner Perkins Caufield & Byers VI, L.P., a California limited partnership ("KPCB VI"), and, to the extent applicable, the shares over which each individual exercises sole voting and dispositive control, as set forth in the amended statement. Each individual disclaims beneficial ownership of the shares of Pharmacopeia, Inc. common stock held directly by KPCB VI. Dated: February 10, 1998 KPCB VI ASSOCIATES, L.P., A CALIFORNIA LIMITED PARTNERSHIP By: /s/ Brook H. Byers ------------------------------- A General Partner KLEINER PERKINS CAUFIELD & BYERS VI, L.P., A CALIFORNIA LIMITED PARTNERSHIP By KPCB VI Associates, L.P., a California limited partnership, its General Partner By: /s/ Brook H. Byers ------------------------------- A General Partner BROOK H. BYERS VINOD KHOSLA E. FLOYD KVAMME L. JOHN DOERR JOSEPH S. LACOB BERNARD LACROUTE JAMES P. LALLY By: /s/ Michael S. Curry ------------------------------- Michael S. Curry Attorney-in-Fact Page 16 of 17 EXHIBIT B GENERAL PARTNERS OF KPCB VI ASSOCIATES, A CALIFORNIA LIMITED PARTNERSHIP Set forth below, with respect to each general partner of KPCB VI Associates, is the following: (a) name; (b) business address and (c) citizenship. 1. (a) Brook H. Byers (b) c/o Kleiner Perkins Caufield & Byers 2750 Sand Hill Road Menlo Park, CA 94025 (c) United States Citizen 2. (a) Vinod Khosla (b) c/o Kleiner Perkins Caufield & Byers 2750 Sand Hill Road Menlo Park, CA 94025 (c) United States Citizen 3. (a) E. Floyd Kvamme (b) c/o Kleiner Perkins Caufield & Byers 2750 Sand Hill Road Menlo Park, CA 94025 (c) United States Citizen 4. (a) L. John Doerr (b) c/o Kleiner Perkins Caufield & Byers 2750 Sand Hill Road Menlo Park, CA 94025 (c) United States Citizen 5. (a) Joseph Lacob (b) c/o Kleiner Perkins Caufield & Byers 2750 Sand Hill Road Menlo Park, CA 94025 (c) United States Citizen Page 17 of 17 6. (a) Bernard Lacroute (b) c/o Kleiner Perkins Caufield & Byers 2750 Sand Hill Road Menlo Park, CA 94025 (c) United States Citizen 7. (a) James P. Lally (b) c/o Kleiner Perkins Caufield & Byers 2750 Sand Hill Road Menlo Park, CA 94025 (c) United States Citizen -----END PRIVACY-ENHANCED MESSAGE-----