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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* VERTEX VENTURE HOLDINGS LTD (Last) (First) (Middle) 77 SCIENCE PARK DRIVE #02-15 CINTECH III SINGAPORE SCIENCE PARK (Street) U0 118256 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol VERSANT CORP [ VSNT ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) X Other (specify below) * See remarks below
	3. Date of Earliest Transaction (Month/Day/Year) 03/18/2004
	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	03/18/2004		C		2,708,838	A	(1)	2,708,838	I	See footnote(1)(2)
Common Stock	03/18/2004		C		704,223	A	(3)	704,223	I	See footnote(2)(3)
Common Stock								100,000	I	See footnote(2)(4)
Common Stock								489,767	I	See footnote(2)(5)
Common Stock								6,600	I	See footnote(2)(6)

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
Common Stock Warrant (right to buy)	$2.13	03/18/2004		J(7)			902,946	(13)	07/11/2004	Common Stock	902,946	(7)	0	I	See footnote(7)
Common Stock Warrant (right to buy)	$2.13	03/18/2004		J(8)			234,741	(13)	07/11/2004	Common Stock	234,741	(8)	0	I	See footnote(8)
Common Stock Warrant (right to buy)	$1.66	03/18/2004		J(7)		902,946		(13)	07/11/2005	Common Stock	902,946	(7)	902,946	I	See footnote(2)(7)
Common Stock Warrant (right to buy)	$1.66	03/18/2004		J(8)		234,741		(13)	07/11/2005	Common Stock	234,741	(8)	234,741	I	See footnote(2)(8)
Series A Conv. Preferred Stock	(14)	03/18/2004		J(9)			902,946	(13)	(9)	Common Stock	1,805,892	(9)	0	I	See footnote(9)
Series A Conv. Preferred Stock	(14)	03/18/2004		J(10)			234,741	(13)	(10)	Common Stock	469,482	(10)	0	I	See footnote(10)
Series A Conv. Preferred Stock	(15)	03/18/2004		J(9)		902,946		(13)	(9)	Common Stock	2,708,838	(9)	902,946	I	See footnote(9)
Series A Conv. Preferred Stock	(15)	03/18/2004		J(10)		234,741		(13)	(10)	Common Stock	704,223	(10)	234,741	I	See footnote(10)
Series A conv. Preferred Stock	(15)	03/18/2004		C			902,946	(13)	(11)	Common Stock	2,708,838	(11)	0	I	See footnote(11)
Series A conv. Preferred Stock	(15)	03/18/2004		C			234,741	(13)	(12)	Common Stock	704,223	(12)	0	I	See footnote(12)

1. Name and Address of Reporting Person* VERTEX VENTURE HOLDINGS LTD (Last) (First) (Middle) 77 SCIENCE PARK DRIVE #02-15 CINTECH III SINGAPORE SCIENCE PARK (Street) U0 118256 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) * See remarks below

1. Name and Address of Reporting Person* VERTEX TECHNOLOGY FUND LTD (Last) (First) (Middle) 77 SCIENCE PARK DRIVE, #02-15 CINTECH III, SINGAPORE SCIENCE PARK (Street) U0 118256 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) * See remarks below

1. Name and Address of Reporting Person* SINGAPORE TECHNOLOGIES PTE LTD (Last) (First) (Middle) 60B ORCHARD ROAD #06-18 ORCHARD@ATRIUM TOWER 2 (Street) U0 238891 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) * See remarks below

1. Name and Address of Reporting Person* VERTEX TECHNOLGY FUND II LTD (Last) (First) (Middle) 77 SCIENCE PK DR. #02-15 CINTECH III SINGAPORE SCIENCE PARK (Street) U0 118256 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) * See remarks below

1. Name and Address of Reporting Person* VERTEX MANAGEMENT II PTE LTD (Last) (First) (Middle) 77 SCIENCE PARK DRIVE #02-15 CINTECH III SINGAPORE SCIENCE PARK (Street) U0 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) * See remarks below

Explanation of Responses:

1. Reflects auto conversion of 902,946 shrs of Series A Preferred held by Vertex Technology Fund Ltd (VTF) into 2,708,838 shrs of Common, at 3-1 ratio, upon effective time of Poet Holdings, Inc. merger (Poet Merger). Vertex Management (II) Pte Ltd (VM2) could be deemed to have power to vote and dispose of shrs held of record by VTF pursuant to mgmt agreement between VM2 and VTF and related power of attorney. Vertex Venture Holdings Ltd (VVH), as majority shareholder of VTF, may also be deemed to have power to vote and dispose of shrs. At time of transaction, Singapore Technologies Pte Ltd (STPL) was indirect parent of VVH, but since 12/31/04, no longer holds position. See footnote 2. VM2, VVH and, during period STPL was indirect parent of VVH, STPL disclaim beneficial ownership of these shrs, except to extent of pecuniary interests, and this report is not deemed admission that VVH, VM2 or, during such period, STPL is beneficial owner of shrs for Section 16 or any other purpose.

2. In connection with an internal restructuring that was completed on 12/31/2004, the shrs of VVH previously indirectly owned by STPL were transferred to Fullerton (Private) Limited, a wholly-owned subsidiary of Temasek Holdings (Private) Limited (Temasek). Temasek is the parent of STPL. Accordingly, STPL ceased to be a reporting person with effect from 12/31/2004.

3. Reflects auto conversion of 234,741 shrs of Series A Preferred Stock held by Vertex Technology Fund (II) Ltd (VTF2) into 704,223 shrs of Common Stock, at 3-for-1 ratio, upon effective time of Poet Merger. VM2 could be deemed to have power to vote and dispose of shrs held of record by VTF2 pursuant to mgmt agreement between VM2 and VTF2 and related power of attorney. VVH, as majority shareholder of VTF2, may also be deemed to have power to vote and dispose of these shrs. At time of transaction, STPL was indirect parent of VVH, but since 12/31/04, no longer holds position. See footnote 2. VM2, VVH and, during period STPL was indirect parent of VVH, STPL disclaim beneficial ownership of these shrs, except to extent of any pecuniary interests, and report is not deemed admission that VVH, VM2 or, during period STPL was indirect parent of VVH, STPL is beneficial owner of shrs for Section 16 or any other purpose.

4. Reflects shrs held by Vertex Investment International (I) Inc. (VII1). VVH, as majority shareholder of VII1, may be deemed to have power to vote and dispose of these shrs. As of 3/18/04, STPL was indirect parent of VVH, but since 12/31/04, no longer holds position. See footnote 2. VVH and, during period STPL was indirect parent of VVH, STPL disclaim beneficial ownership of these shrs, except to extent of any pecuniary interests, and this report shall not be deemed an admission that VVH or, during period STPL was indirect parent of VVH, STPL is beneficial owner of shrs for Section 16 or any other purpose.

5. Reflects shrs held by Vertex Investment International (III) Inc. (VII3). VVH, as majority shareholder of VII3, may be deemed to have power to vote and dispose of these shrs. As of 3/18/04, STPL was indirect parent of VVH, but since 12/31/04, no longer holds position. See footnote 2. VVH and, during period STPL was indirect parent of VVH, STPL disclaim beneficial ownership of these shrs, except to extent of any pecuniary interests, and this report shall not be deemed an admission that VVH or, during period STPL was an indirect parent of VVH, STPL is beneficial owner of shrs for Section 16 or any other purpose.

6. Reflects shrs held by Vertex Management Pte Ltd (VM). VVH, as majority shareholder of Vickers Capital Limited, which is the majority shareholder of VM, may be deemed to have power to vote and dispose of these shrs. As of 3/18/04, STPL was indirect parent corporation of VVH, but since 12/31/04, no longer holds position. See footnote 2. VVH and, during period STPL was an indirect parent of VVH, STPL disclaim beneficial ownership of these shrs, except to extent of any pecuniary interests, and this report shall not be deemed an admission that VVH or, during period STPL was an indirect parent of VVH, STPL is beneficial owner of shrs for Section 16 or any other purpose.

7. Reflects amendment, upon effective time of Poet Merger, of immediately exercisable warrants to purchase 902,946 shrs of Common Stock held by VTF. Original warrant was issued on 7/12/99 in connection with preferred stock financing. Amendments to warrant were made pursuant to Preferred Stock Conversion Agreement dated 9/26/03 (Conversion Agreement) among Issuer, VTF, VTF2 and another shareholder, under which the parties made certain agreements with respect to shrs of Series A Preferred Stock and warrants held by them. See footnote 1 for information regarding relationships among VTF, VM2, VVH and STPL. VM2, VVH and, during period STPL was indirect parent of VVH, STPL disclaim beneficial ownership of these shrs, except to extent of any pecuniary interests, and this report shall not be deemed an admission that VVH, VM2 or, during period STPL was indirect parent of VVH, STPL is beneficial owner of shrs for Section 16 or any other purpose.

8. Reflects amendment, upon effective time of Poet Merger, of immediately exercisable warrants to purchase 234,741 shrs of Common Stock held by VTF2. Original warrant was issued on 7/12/99 for $0.125 per share in connection with a preferred stock financing. Amendments to warrant were made pursuant to the Conversion Agreement (see footnote 7 above). See footnote 3 for information regarding relationships among VTF2, VM2, VVH and STPL. VM2, VVH and, during the period STPL was an indirect parent of VVH, STPL disclaim beneficial ownership of these shares, except to the extent of any pecuniary interests, and this report shall not be deemed admission that VVH, VM2 or, during the period STPL was an indirect parent of VVH, STPL is beneficial owner of shrs for Section 16 or any other purpose.

9. Reflects amendment (i) of certain terms of Series A Preferred Stock held by VTF upon filing of Certificate of Amendment of Articles of Incorporation on 3/18/04, and (ii) of conversion ratio of Series A Preferred Stock held by VTF upon effective time of Poet Merger on 3/18/04. Amendments to terms of Series A Preferred Stock were made pursuant to the Conversion Agreement (see footnote 7 above). See footnote 1 for information regarding relationships among VTF, VM2, VVH and STPL. VM2, VVH and, during the period STPL was an indirect parent of VVH, STPL disclaim beneficial ownership of these shrs, except to the extent of any pecuniary interests, and this report shall not be deemed an admission that VVH, VM2 or, during the period STPL was an indirect parent of VVH, STPL is beneficial owner of shrs for Section 16 or any other purpose.

10. Reflects amendment (i) of certain terms of Series A Preferred Stock held by VTF2 upon filing of Certificate of Amendment of Articles of Incorporation on 3/18/04, and (ii) of conversion ratio of Series A Preferred Stock held by VTF2 upon effective time of Poet Merger on 3/18/04. Amendment to terms of Series A Preferred Stock were made pursuant to the Conversion Agreement (see footnote 7 above). See footnote 3 for information regarding relationships among VTF2, VM2, VVH and STPL. VM2, VVH and, during the period STPL was an indirect parent of VVH, STPL disclaim beneficial ownership of these shrs, except to the extent of any pecuniary interests, and this report shall not be deemed an admission that VVH, VM2 or, during the period STPL was an indirect parent of VVH, STPL is beneficial owner of shrs for Section 16 or any other purpose.

11. Reflects conversion immediately following the Poet Merger, in accordance with Articles of Incorporation, of shrs of Series A Preferred Stock held by VTF and referenced in footnote 9 above. See footnote 1 for information regarding relationships among VTF, VM2, VVH and STPL. VM2, VVH and, during the period STPL was an indirect parent of VVH, STPL disclaim beneficial ownership of these shrs, except to the extent of any pecuniary interests, and this report shall not be deemed an admission that VVH, VM2 or, during the period STPL was an indirect parent of VVH, STPL is beneficial owner of shrs for Section 16 or any other purpose.

12. Reflects conversion immediately following the Poet Merger, in accordance with Articles of Incorporation, of shrs of Series A Preferred Stock held by VTF2 and referenced in footnote 10 above. See footnote 3 for information regarding relationships among VTF2, VM2, VVH and STPL. VM2, VVH and, during the period STPL was an indirect parent of VVH, STPL disclaim beneficial ownership of these shrs, except to the extent of any pecuniary interests, and this report shall not be deemed an admission that VVH, VM2 or, during the period STPL was an indirect parent of VVH, STPL is beneficial owner of shrs for Section 16 or any other purpose.

13. Immediately.

14. 2-for-1

15. 3-for-1

Remarks:

* The Reporting Persons may be deemed to be members of a group within the meaning of Rule 13d-5(b)(1) of the Securities Exchange Act of 1934. While the Reporting Persons do not concede that such a group has been formed, this filing is being made as if such a group exists is to ensure compliance with the Exchange Act.

	Vertex Venture Holdings Ltd. By: Tan Mui Hong, Director	05/24/2005
	** Signature of Reporting Person	Date
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