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 |
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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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
SONTRA MEDICAL CORP [ SONT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/20/2004 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) 05/24/2004 |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | 05/20/2004 | C | 94,300(1) | A | $0 | 94,300 | I | by TerraDek Ligthing, Inc.(2) | ||
Common Stock | 05/20/2004 | C | 20,956(3) | A | $0 | 20,956 | I | by Great Plains Properties, Inc.(4) | ||
Common Stock | 05/20/2004 | C | 36,672(5) | A | $0 | 36,672 | I | by Great Plains Companies, Inc.(6) | ||
Common Stock | 05/20/2004 | C | 15,717(7) | A | $0 | 55,517(8) | I | As custodian for Alexandra L. Wigley (daughter) | ||
Common Stock | 05/20/2004 | C | 26,195(9) | A | $0 | 52,695(8) | I | As custodian for Elizabeth A. wigley (daughter) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Series A Preferred Stock | $1 | 02/27/2004 | G | V | 35,000 | 10/14/2003 | (10) | Common Stock | 35,000 | $0 | 35,000 | I | by Great Plains Companies, Inc.(11) | ||
Warrants to purchase Common Stock | $1.5 | 02/27/2004 | G | V | 35,000 | 10/14/2003 | 10/14/2008 | Common Stock | 35,000 | $0 | 35,000 | I | by Great Plains Companies, Inc.(11) | ||
Series A Preferred Stock | $1 | 05/20/2004 | C | 90,000 | 10/14/2003 | (10) | Common Stock | 94,300(1) | $0 | 0 | I | by TerraDek Lighting, Inc.(2) | |||
Series A Preferred Stock | $1 | 05/20/2004 | C | 20,000(3) | 10/14/2003 | (10) | Common Stock | 20,956(3) | $0 | 0 | I | by Great Plains Properties, Inc.(4) | |||
Series A Preferred Stock | $1 | 05/20/2004 | C | 35,000 | 10/14/2003 | (10) | Common Stock | 36,672(5) | $0 | 0 | I | by Great Plains Companies, Inc.(6) |
Explanation of Responses: |
1. 90,000 shares of Series A Preferred Stock of the issuer and the accrued dividends thereon were converted into an aggregate of 94,300 shares of Common Stock. The Series A Preferred Stock was convertible into Common Stock on a 1-for-1 basis. The Reporting Person's initial Form 4 reporting this transaction incorrectly reported the number of shares of Common Stock received upon conversion. |
2. The Reporting Person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or any other purpose. The Reporting Person is the Chairman of the Board of TerraDek Lighting, Inc. The Reporting Person and his spouse are the majority shareholders of TerraDek Lighting, Inc. |
3. 20,000 shares of Series A Preferred Stock of the issuer and the accrued dividends thereon were converted into an aggregate of 20,956 shares of Common Stock. The Series A Preferred Stock was convertible into Common Stock on a 1-for-1 basis. The Reporting Person's initial Form 4 reporting this transaction incorrectly reported the number of Series A Preferred Stock converted. |
4. The Reporting Person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. The Reporting Person is the Chairman of the Board, President and Chief Executive Officer of Great Plains Properties, Inc. |
5. 35,000 shares of Series A Preferred Stock of the issuer and the accrued dividends thereon were converted into an aggregate of 36,672 shares of Common Stock. The Series A Preferred Stock was convertible into Common Stock on a 1-for-1 basis. The Reporting Person's initial Form 4 inadvertently omitted this transaction. |
6. The Reporting Person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
7. 15,000 shares of Series A Preferred Stock of the issuer and the accrued dividends thereon were converted into an aggregate of 15,717 shares of Common Stock. The Series A Preferred Stock was convertible into Common Stock on a 1-for-1 basis. |
8. The Reporting Person's initial Form 4 reporting this transaction incorrectly reported the number of shares of Common Stock beneficially owned following the reported transaction. |
9. 25,000 shares of Series A Preferred Stock of the issuer and the accrued dividends thereon were converted into an aggregate of 26,195 shares of Common Stock. The Series A Preferred Stock was convertible into Common Stock on a 1-for-1 basis. |
10. There is no expiration date. |
11. The Reporting Person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. The Reporting Person's initial Form 4 inadvertently attributed ownership to Great Plains Properties, Inc. |
/s/ Michael Wigley | 06/01/2004 | |
** 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 4 (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. |