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
CARDIONET INC [ BEAT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/26/2009 | ||||||||||||||||||||||||||
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 | 02/26/2009 | J(1) | 86,021 | D | $0.00 | 0 | I | See Footnote(2) | ||
Common Stock | 02/26/2009 | J(1) | 141,857 | D | $0.00 | 0 | I | See Footnote(3) | ||
Common Stock | 02/26/2009 | J(1) | 125,245 | D | $0.00 | 0 | I | See Footnote(4) | ||
Common Stock | 02/26/2009 | J(5) | 297 | A | $0.00 | 243,273 | D | |||
Common Stock | 02/26/2009 | S | 330 | D | $26.09 | 20,322 | I | See Footnote(6) | ||
Common Stock | 02/26/2009 | S | 11 | D | $26.06 | 20,311 | I | See Footnote(6) | ||
Common Stock | 02/26/2009 | S | 45 | D | $26.05 | 20,266 | I | See Footnote(6) | ||
Common Stock | 02/26/2009 | S | 48 | D | $26.03 | 20,218 | I | See Footnote(6) | ||
Common Stock | 02/26/2009 | S | 259 | D | $26.02 | 19,959 | I | See Footnote(6) | ||
Common Stock | 02/26/2009 | S | 95 | D | $26.01 | 19,864 | I | See Footnote(6) | ||
Common Stock | 02/26/2009 | S | 875 | D | $26 | 18,989 | I | See Footnote(6) | ||
Common Stock | 02/26/2009 | S | 236 | D | $25.89 | 18,753 | I | See Footnote(6) | ||
Common Stock | 02/26/2009 | S | 48 | D | $25.88 | 18,705 | I | See Footnote(6) | ||
Common Stock | 02/26/2009 | S | 95 | D | $25.87 | 18,610 | I | See Footnote(6) | ||
Common Stock | 02/26/2009 | S | 109 | D | $25.86 | 18,501 | I | See Footnote(6) | ||
Common Stock | 02/26/2009 | S | 1,058 | D | $25.85 | 17,443 | I | See Footnote(6) | ||
Common Stock | 02/26/2009 | S | 142 | D | $25.84 | 17,301 | I | See Footnote(6) | ||
Common Stock | 02/26/2009 | S | 95 | D | $25.83 | 17,206 | I | See Footnote(6) | ||
Common Stock | 02/26/2009 | S | 48 | D | $25.82 | 17,158 | I | See Footnote(6) | ||
Common Stock | 02/26/2009 | S | 377 | D | $25.81 | 16,781 | I | See Footnote(6) | ||
Common Stock | 02/26/2009 | S | 2,351 | D | $25.8 | 14,430 | I | See Footnote(6) |
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 |
Explanation of Responses: |
1. Pro rata distribution of shares of common stock to limited partners. |
2. By Sanderling V Biomedical Co-Investment Fund L.P. Fred Middleton, a member of the Issuer's board of directors is a managing director of Middleton, McNeil & Mills Associates V, LLC the sole general partner of Sanderling V Biomedical Co-Investment Fund L.P and has voting and investment power over the shares held by Sanderling V Biomedical Co-Investment Fund L.P. Mr. Middleton disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. |
3. By Sanderling Venture Partners V Co-Investment Fund, L.P. Fred Middleton, a member of the Issuer's board of directors is a managing director of Middleton, McNeil & Mills Associates V, LLC the sole general partner of Sanderling Venture Partners V Co-Investment Fund, L.P and has voting and investment power over the shares held by Sanderling Venture Partners V Co-Investment Fund, L.P. Mr. Middleton disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. |
4. By Sanderling Venture Partners VI Co-Investment Fund, L.P. Fred Middleton, a member of the Issuer's board of directors is a managing director of Middleton, McNeil, Mills & Associates VI, LLC the sole general partner of Sanderling Venture Partners VI Co-Investment Fund, L.P and has voting and investment power over the shares held by Sanderling Venture Partners VI Co-Investment Fund, L.P. Mr. Middleton disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. |
5. Fred Middleton, a member of the Issuer's board of directors, received a distribution of shares of common stock as a limited partner of the following entities: Sanderling V Biomedical Co-Investment Fund L.P.; Sanderling Venture Partners V Co-Investment Fund, L.P; and Sanderling Venture Partners VI Co-Investment Fund, L.P.. |
6. By Sanderling V Beteilingungs GmbH & Co KG. Fred Middleton, a member of the Issuer's board of directors is a managing director of Middleton, McNeil & Mills Associates V, LLC the sole general partner of Sanderling V Beteilingungs GmbH & Co KG and has voting and investment power over the shares held by Sanderling V Beteilingungs GmbH & Co KG. Mr. Middleton disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. |
/s/ Catherine A. Petko, by power of attorney | 03/02/2009 | |
** 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. |