-----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, P+qQOlyIFk/QjDB7RJj/ya6FLaxQqmWzBYpnbkfGqTakO9JFZBIQ3gLH536Y6787 Ru6yZpHe20vsjvh27O+XZQ== 0000950135-03-001075.txt : 20030213 0000950135-03-001075.hdr.sgml : 20030213 20030213144328 ACCESSION NUMBER: 0000950135-03-001075 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030213 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BERGER HARVEY J M D CENTRAL INDEX KEY: 0000932052 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: C/O ARIAD PHARMACEUTICALS INC STREET 2: 26 LANDSDOWNE STREET CITY: CAMBRIDGE STATE: MA ZIP: 02139 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ARIAD PHARMACEUTICALS INC CENTRAL INDEX KEY: 0000884731 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 223106987 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-46700 FILM NUMBER: 03558747 BUSINESS ADDRESS: STREET 1: 26 LANDSDOWNE ST CITY: CAMBRIDGE STATE: MA ZIP: 02139 BUSINESS PHONE: 6174940400 MAIL ADDRESS: STREET 1: 26 LANDSDOWNE CITY: CAMBRIDGE STATE: MA ZIP: 02139 SC 13G/A 1 b45550apsc13gza.txt ARIAD PHARMACEUTICALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 4)* ARIAD PHARMACEUTICALS, INC. - -------------------------------------------------------------------------------- (Name of Issuer) COMMON STOCK, PAR VALUE $.001 PER SHARE - -------------------------------------------------------------------------------- (Title of Class of Securities) 04033A 10 0 - -------------------------------------------------------------------------------- (CUSIP Number) 12/31/2002 - -------------------------------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [ ] Rule 13d-1(c) [X] Rule 13d-1(d) *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 the disclosures provided in a prior cover page. The information required in 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). Page 1 of 6 pages ===================== ==================== CUSIP NO. 04033A 10 0 13G PAGE 2 OF 6 PAGES ===================== ==================== ================================================================================ 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) HARVEY J. BERGER, M.D. - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION UNITED STATES ================================================================================ 5 SOLE VOTING POWER NUMBER OF SHARES 886,321 -------------------------------------------------- BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 780,356 -------------------------------------------------- EACH 7 SOLE DISPOSITIVE POWER REPORTING 886,321 -------------------------------------------------- PERSON WITH 8 SHARED DISPOSITIVE POWER 780,356 ================================================================================ 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,721,497 - -------------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] - -------------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 4.9% - -------------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* IN ================================================================================ *SEE INSTRUCTIONS BEFORE FILLING OUT! Page 2 of 6 pages Item 1(a). NAME OF ISSUER: ARIAD Pharmaceuticals, Inc. Item 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 26 Landsdowne Street Cambridge, Massachusetts 02139 Item 2(a). NAME OF PERSON FILING: Harvey J. Berger, M.D. Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: c/o ARIAD Pharmaceuticals, Inc. 26 Landsdowne Street Cambridge, Massachusetts 02139 Item 2(c). CITIZENSHIP: United States Item 2(d). TITLE OF CLASS OF SECURITIES: Common Stock, par value $.001 per share Item 2(e). CUSIP NUMBER: 04033A 10 0 Item 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A: (a) [ ] Broker or dealer registered under Section 15 of the Exchange Act. (b) [ ] Bank as defined in Section 3(a)(6) of the Exchange Act. (c) [ ] Insurance company as defined in Section 3(a)(19) of the Exchange Act. (d) [ ] Investment company registered under Section 8 of the Investment Company Act. Page 3 of 6 pages (e) [ ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E). (f) [ ] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F). (g) [ ] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G). (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. (i) [ ] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act. (j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J). If this statement is filed pursuant to Rule 13d-1(c), check this box. [ ] Item 4. OWNERSHIP As of December 31, 2002 (a) Amount beneficially owned: Amount beneficially owned: 1,721,497 which includes (i) 771,428 shares held of record by The Berger Family Trust, (ii) 8,928 shares held of record by The Wolk Family Trust, (iii) 40,892 shares held by Wendy S. Berger, Dr. Berger's spouse, (iv) 13,928 shares held by Dr. Berger's children (v) 416,071 shares held of record by Harvey J. Berger, and (vi) 470,250 shares that underlie options granted to Dr. Berger. Harvey J. Berger and Wendy S. Berger, as co-trustees of the trusts named in clauses (i) and (ii) above, have the right to vote and dispose of the shares and the options held by such trusts; however, in certain circumstances, Wendy S. Berger, as co-trustee, will have sole voting power with respect to the shares held by each such trust. Dr. Berger disclaims beneficial ownership of any of the 835,176 shares held by The Berger Family Trust, The Wolk Family Trust, Wendy S. Berger and Dr. Berger's children. (b) Percent of class: 4.9% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 886,321 Page 4 of 6 pages (ii) shared power to vote or to direct the vote: 780,356. In certain circumstances, Wendy S. Berger (Harvey J. Berger's spouse), as co-trustee, will have sole voting power with respect to the 780,356 shares held by The Berger Family Trust and The Wolk Family Trust. Otherwise, Harvey J. Berger and Wendy S. Berger, as co-trustees, will share the power to vote the shares held by such trusts. (iii) sole power to dispose or to direct the disposition of: 886,321 (iv) shared power to dispose or to direct the disposition of: 780,356 Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [x]. Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON Not Applicable 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 5 of 6 pages SIGNATURE 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. Date: February 13, 2003 /s/ Harvey J. Berger, M.D. ---------------------------------- Harvey J. Berger, M.D. Page 6 of 6 pages -----END PRIVACY-ENHANCED MESSAGE-----