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* Fort John G. (Last) (First) (Middle) POZEN INC. 1414 RALEIGH ROAD, SUITE 400 (Street) CHAPEL HILL NC 27517 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 12/10/2009	3. Issuer Name and Ticker or Trading Symbol POZEN INC /NC [ POZN ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Chief Medical Officer	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)
Common Stock	2,000	D

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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	(1)	07/16/2017	Common Stock	40,000	$19.21	D
Stock Option (Right to Buy)	(2)	03/14/2018	Common Stock	6,000	$10.2	D
Stock Option (Right to Buy)	(3)	05/06/2018	Common Stock	15,000	$14.45	D
Stock Option (Right to Buy)	(4)	03/13/2019	Common Stock	15,000	$5.66	D

Explanation of Responses:

1. The option vests in four equal annual installments, with the initial vesting date occurring on July 16, 2008.

2. The option vests in four equal annual installments, with the initial vesting date occurring on March 14, 2009.

3. The option vests as follows: twenty-five percent (25%) vested upon the acceptance by the U.S. Food and Drug Administration (FDA) of the New Drug Application (NDA) for VIMOVO in September 2009; the remaining seventy-five (75%) will vest upon the receipt by the Company of an action letter from the FDA indicating approval of the NDA for VIMOVO. The option also includes provisions that require satisfactory employee performance prior to vesting.

4. The option vests in four equal annual installments, with the initial vesting date occurring on March 13, 2010.

Remarks:

On December 10, 2009, Dr. Fort was employed by POZEN, Inc. (the ?Company?), and had previously been employed by the Company, as its Chief Medical Officer. In connection with his prior employment, Dr. Fort was granted stock options to purchase shares of the Company?s Common Stock at an exercise price equal to the fair market value on the specific dates of the individual grants.

	John E. Barnhardt, Attorney-in-fact	12/15/2009
	** Signature of Reporting Person	Date
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