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
ACCESS PHARMACEUTICALS INC [ ACCP.OB ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/04/2008 | ||||||||||||||||||||||||||
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 |
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 Cumulative Convertible Preferred Stock | $3 | 02/04/2008 | P | 25 | (3) | (3) | Common Stock | 83,333(4) | $10,000 | 237.9206 | I | By Lake End Capital LLC(1) | |||
Common Stock Purchase Warrant | $3.5 | 02/04/2008 | P | 41,667 | 02/04/2008 | 02/04/2014 | Common Stock | 41,667(4) | $0(2) | 41,667 | I | By Lake End Capital LLC(1) | |||
Placement Agent Warrants | $3.5 | 02/04/2008 | P | 5,750 | 02/04/2008 | 02/04/2014 | Common Stock | 5,750(4) | $0(5) | 5,750 | I | By Lake End Capital LLC(1) |
Explanation of Responses: |
1. Jeffrey B. Davis is the managing member of Lake End Capital LLC. |
2. These warrants were issued as additional consideration for the purchase of the Series A Cumulative Convertible Preferred Stock. |
3. These securities are exercisable at any time and have no expiration date. |
4. These securities are subject to a beneficial ownership cap which restricts the conversion or exercise thereof to the extent that such conversion or exercise would result in the holder owning in excess of 4.99% of the outstanding common stock of the issuer. |
5. These securities were initially received by SCO Securities LLC as partial consideration for its services in connection with the private placement of securities effected by the Issuer on February 4, 2008. These securities were allocated to Lake End Capital LLC by SCO Securities LLC. |
Remarks: |
Jeffrey B. Davis | 02/06/2008 | |
** 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. |