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
PIPEX PHARMACEUTICALS, INC. [ PP ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/25/2007 | ||||||||||||||||||||||||||
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 | 07/25/2007 | P | 5,000 | A | $7.42 | 315,946 | D | |||
Common Stock | 07/25/2007 | P | 200 | A | $7.16 | 316,146 | D | |||
Common Stock | 07/25/2007 | P | 2,100 | A | $7.15 | 318,246 | D | |||
Common Stock | 07/25/2007 | P | 2,000 | A | $7.14 | 320,246 | D | |||
Common Stock | 07/25/2007 | P | 5,000 | A | $7.0908 | 325,246 | D | |||
Common Stock | 10/31/2006 | P | 7,086,379 | A | (1) | 7,086,379 | I | Accredited Venture Capital, LLC |
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 | $2.22 | 10/31/2006 | A | 832,606 | 10/31/2006 | 10/30/2011 | Common Stock | 832,606 | $0(2) | 832,606 | I | Accredited Venture Capital, LLC | |||
Warrants | $3.3 | 01/05/2007 | A | 7,651 | 01/05/2007 | 05/30/2015 | Common Stock | 7,651 | $0(3) | 7,651 | I | Accredited Venture Capital, LLC | |||
Warrants | $2.22 | 11/28/2006 | A | 373,639 | 11/28/2006 | 11/27/2016 | Common Stock | 373,369 | $0(4) | 373,369 | I | Accredited Venture Capital, LLC | |||
Stock Options | $2.01 | 10/31/2006 | A | 271,058 | (5) | 10/30/2016 | Common Stock | 271,058 | $0(6) | 271,058 | D |
Explanation of Responses: |
1. Received in exchange for shares of Pipex Therapeutics, Inc. common stock upon the October 31, 2006 merger of Pipex Therapeutics, Inc. and a wholly owned subsidiary of the Registrant. Mr. Kanzer is the managing member of Pharmainvestors, LLC, the managing member of Accredited Venture Capital, LLC. |
2. Received in exchange for warrants of Pipex Therapeutics, Inc. upon the October 31, 2006 merger of Pipex Therapeutics, Inc. and a wholly owned subsidiary of the Registrant. Mr. Kanzer is the managing member of Pharmainvestors, LLC, the managing member of Accredited Venture Capital, LLC. |
3. Received in exchange for warrants of Effective Pharmaceuticals, Inc. upon the January 5, 2007 merger of Effective Pharmaceuticals, Inc. and a wholly owned subsidiary of the Registrant. Mr. Kanzer is the managing member of Pharmainvestors, LLC, the managing member of Accredited Venture Capital, LLC. |
4. Received in connection with placement agent services performed on behalf of Pipex Pharmaceuticals, Inc. Mr. Kanzer is the managing member of Pharmainvestors, LLC, the managing member of Accredited Venture Capital, LLC. |
5. One third of these stock options vested on the grant date and the remaining options will vest in equal installments on the first and second anniversaries of the grant date. |
6. Received in exchange for options of Pipex Therapeutics, Inc. upon the October 31, 2006 merger of Pipex Therapeutics, Inc. and a wholly owned subsidiary of the Registrant. |
/s/ Steve H. Kanzer | 07/26/2007 | |
** 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. |