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) 04/11/2006 |
3. Issuer Name and Ticker or Trading Symbol
TARGACEPT INC [ TRGT ] |
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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 | 7,735 | 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 | ||||
Employee Stock Option (right to buy) | (1) | 09/14/2010 | Common Stock | 23,206 | $3.525 | D | |
Employee Stock Option (right to buy) | 02/15/2002 | 02/14/2012 | Common Stock | 3,952 | $5.1 | D | |
Employee Stock Option (right to buy) | 01/14/2003 | 01/13/2013 | Common Stock | 6,456 | $5.1 | D | |
Employee Stock Option (right to buy) | (2) | 01/30/2013 | Common Stock | 16,000 | (3) | D | |
Employee Stock Option (right to buy) | (4) | 10/30/2013 | Common Stock | 55,628 | (5) | D | |
Employee Stock Option (right to buy) | (6) | 03/28/2015 | Common Stock | 50,000 | $1.75 | D |
Explanation of Responses: |
1. This option vests 25% on September 15, 2001, and then in 12 equal quarterly installments thereafter, or, if earlier, upon completion of the issuer's initial public offering. |
2. This option vests 25% on January 31, 2003, and then in equal installments at the end of the following 16 calendar quarters, or, if earlier, upon completion of the issuer's initial public offering. |
3. The portion of this option that was not yet exercisable as of March 31, 2005 was repriced on April 7, 2005 to $1.75 per share. Following the repricing, of the 16,000 shares of common stock underlying this option, the exercise price for 10,750 shares is $5.10 per share and the exercise price for 5,250 shares is $1.75 per share. |
4. This option vests 20% on October 31, 2003, and then in equal installments at the end of the following 16 calendar quarters. |
5. The portion of this option that was not yet exercisable as of March 31, 2005 was repriced on April 7, 2005 to $1.75 per share. Following the repricing, of the 55,628 shares of common stock underlying this option, the exercise price for 27,814 shares is $5.10 per share and the exercise price for 27,814 shares is $1.75 per share. |
6. This option vests 20% on March 29, 2005, and then in equal installments at the end of the following 16 calendar quarters. |
Remarks: |
/s/ Merouane Bencherif | 04/11/2006 | |
** 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 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. |