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
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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*
ELAN CORP PLC

(Last) (First) (Middle)
LINCOLN HOUSE
LINCOLN PLACE

(Street)
DUBLIN 2 L2

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
DOV PHARMACEUTICAL INC [ DOVP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
04/26/2004
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 04/26/2004 X 100,220 A $3.41 674,741 I(1) I(1)
Common Stock 04/26/2004 X 36,479 A $10 711,220 I(2) I(1)
Common Stock 04/27/2004 S 200 D $19.51 711,020 I(1) I(1)
Common Stock 04/27/2004 S 200 D $19.5 710,820 I(1) I(1)
Common Stock 04/27/2004 S 4,500 D $19.4 706,520 I(1) I(1)
Common Stock 04/27/2004 S 46,800 D $19.35 659,520 I(1) I(1)
Common Stock 04/27/2004 S 200 D $19.33 659,320 I(1) I(1)
Common Stock 04/27/2004 S 30,900 D $19.325 628,420 I(1) I(1)
Common Stock 04/27/2004 S 5,800 D $19.3036 622,620 I(1) I(1)
Common Stock 04/27/2004 S 5,000 D $19.3 617,620 I(1) I(1)
Common Stock 04/27/2004 S 480,921 D $19.2 136,699 I(1) I(1)
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
Warrants (right to buy) $3.41 04/26/2004 X 121,500 01/21/1999 01/15/2005 Common Stock 100,220(3) $0 0 I(1) I(1)
Warrants (right to buy) $10 04/26/2004 X 75,000 03/24/2003 01/21/2006 Common Stock 36,479(3)(4) $0 0 I(2) I(1)(2)
1. Name and Address of Reporting Person*
ELAN CORP PLC

(Last) (First) (Middle)
LINCOLN HOUSE
LINCOLN PLACE

(Street)
DUBLIN 2 L2

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
ELAN INTERNATIONAL SERVICES LTD

(Last) (First) (Middle)
102 JAMES COURT FLATTS
SMITH PARISH FL 04

(Street)
BERMUDA D0 00000

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
ELAN PHARMACEUTICAL INVESTMENTS LTD

(Last) (First) (Middle)
102 ST. JAMES COURT FLATTS,
SMITHS FL 04

(Street)
D0

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. These securities were beneficially owned indirectly by Elan Corporation, plc ("Elan") and by its direct wholly-owned subsidiary, Elan International Services, Ltd. ("EIS"), and directly by Elan Pharmaceutical Investments, Ltd., a wholly-owned subsidiary of Elan and EIS.
2. These securities were beneficially owned indirectly by Elan Corporation, plc and directly by its direct wholly-owned subsidiary, Elan International Services, Ltd.
3. The warrant was exercisable for 121,500 shares of common stock at an exercise price of $3.41 but was exercised in a cashless transaction for 100,220 shares of common stock.
4. The warrant was exercisable for 75,000 shares of common stock at an exercise price of $10.00 but was exercised in a cashless transaction for 36,479 shares of common stock.
Remarks:
Exhibit List Exhibit 99 - Joint Filer Information
/s/ William F. Daniel, Company Secretary, ELAN CORPORATION, PLC 04/28/2004
** 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).
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