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
IDM PHARMA, INC. [ IDMI ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/16/2005 | ||||||||||||||||||||||||||
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(1)(2) | 08/16/2005 | (3) | P/K | 2,624,279(1) | A | $0(1) | 2,624,279(1) | I | By Medarex, Inc.(2)(4) |
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 | ||||||||
Non-qualified Stock Option(5) | $6.99 | 08/16/2005 | (3) | A | 2,857 | 09/16/2005(6) | 08/15/2015 | Common Stock | 2,857 | $0 | 2,857 | D |
Explanation of Responses: |
1. The shares of common stock were acquired in an exchange of shares of IDM S.A. for the shares of IDM Pharma, Inc. At the time of the exchange, each share of IDM S.A. was exchanged for 3.771865 shares of IDM Pharma, Inc. common stock, and adjusted for a 1 for 7 reverse stock split of the common stock of IDM Pharma, Inc. |
2. The shares are beneficially owned by Medarex, Inc. |
3. N/A |
4. Upon the effective date of the share exchange and related transactions, Donald Drakeman became a director of IDM Pharma, Inc. Dr. Drakeman is the President, Chief Executive Officer and Director of Medarex, Inc., and as such, may be deemed to share voting rights and investment powers over the shares held by Medarex, Inc. Dr. Drakeman disclaims beneficial ownership of all such shares held by Medarex, Inc. |
5. Grant to reporting person of a non-qualified stock option to purchase shares of the common stock of IDM Pharma, Inc. pursuant to the terms of the Company's 2000 Stock Plan. |
6. The option vests in forty-eight (48) equal installments over four years from 08/16/2005, the date of appointment to the Board of Directors. The first installment vests and is exercisable on 09/16/2005, and the option will be fully vested on 08/16/2009. |
Fred Hutton, Controller, by power of attorney | 08/18/2005 | |
** 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. |