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
Cyberkinetics Neurotechnology Systems, Inc. [ CYKN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/18/2006 | ||||||||||||||||||||||||||
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 | 10/18/2006 | P | 825,056 | A | $1.2 | 10,436,017 | D(1) | |||
Common Stock | 10/18/2006 | P | 8,278 | A | $1.2 | 104,707 | D(2) |
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 | ||||||||
Common Stock Warrant (right to buy) | $1.4 | 10/18/2006 | P | 412,528 | 10/18/2006 | 10/18/2011 | Common Stock | 412,528 | $0 | 412,528 | D(1) | ||||
Common Stock Warrant (right to buy) | $1.4 | 10/18/2006 | P | 4,139 | 10/18/2006 | 10/18/2011 | Common Stock | 4,139 | $0 | 4,139 | D(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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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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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. Securities held of record by Oxford Bioscience Partners IV L.P. ("Oxford IV"). OBP Management IV L.P. ("OBP IV"), as the sole general partner of Oxford IV may be deemed to beneficially own certain of the shares held of record by Oxford IV. OBP IV disclaims beneficial ownership of all shares held of record by Oxford IV in which OBP IV does not have an actual pecuniary interest. Each of Messrs. Barnes, Carthy, Fleming, Lytton and Walton, as the individual general partners of OBP IV, may be deemed to beneficially own certain of the shares held of record by Oxford IV. Each of Messrs. Barnes, Carthy, Fleming, Lytton and Walton disclaims beneficial ownership of all shares held of record by Oxford IV in which he does not have an actual pecuniary interest. |
2. Securities held of record by mRNA Fund II L.P. ("mRNA"). OBP IV, as the sole general partner of mRNA may be deemed to beneficially own certain of the shares held of record by mRNA. OBP IV disclaims beneficial ownership of all shares held of record by mRNA in which OBP IV does not have an actual pecuniary interest. Each of Messrs. Barnes, Carthy, Fleming, Lytton and Walton, as the individual general partners of OBP IV, may be deemed to beneficially own certain of the shares held of record by mRNA. Each of Messrs. Barnes, Carthy, Fleming, Lytton and Walton disclaims beneficial ownership of all shares held of record by mRNA in which he does not have an actual pecuniary interest. |
Remarks: |
/s/ Raymond Charest, as attorney-in-fact for Jonathan J. Fleming, as general partner of the general partner of Oxford Bioscience Partners IV L.P. | 10/20/2006 | |
/s/ Raymond Charest, as attorney-in-fact for Jonathan J. Fleming, as general partner of the general partner of mRNA Fund II L.P. | 10/20/2006 | |
/s/ Raymond Charest, as attorney-in-fact for Jonathan J. Fleming, as general partner of OBP Management IV L.P. | 10/20/2006 | |
/s/ Raymond Charest, as attorney-in-fact for Jonathan J. Fleming | 10/20/2006 | |
/s/ Raymond Charest, as attorney-in-fact for Jeffrey T. Barnes | 10/20/2006 | |
/s/ Raymond Charest, as attorney-in-fact for Mark P. Carthy | 10/20/2006 | |
/s/ Raymond Charest, as attorney-in-fact for Michael E. Lytton | 10/20/2006 | |
/s/ Raymond Charest, as attorney-in-fact for Alan G. Walton | 10/20/2006 | |
** 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. |