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
DOV PHARMACEUTICAL INC [ DOVP ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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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)
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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 | 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) | |||||||||||||||
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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 | ||||||||
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*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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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). | ||
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. |