-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IlfA2MKBErcxWEyiAb4lmGZ6jmEo3HeJr18mwER2ttH3eZr6Gw5aEF7tv8GpvH+6 WcU07GDfaiB8S9baViV5Pw== 0001072613-06-001200.txt : 20060518 0001072613-06-001200.hdr.sgml : 20060518 20060518165943 ACCESSION NUMBER: 0001072613-06-001200 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060510 FILED AS OF DATE: 20060518 DATE AS OF CHANGE: 20060518 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NEUROLOGIX INC/DE CENTRAL INDEX KEY: 0000356591 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 061582875 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE BRIDGE PLAZA CITY: FORT LEE STATE: NJ ZIP: 07024 BUSINESS PHONE: 201-592-6451 MAIL ADDRESS: STREET 1: ONE BRIDGE PLAZA CITY: FORT LEE STATE: NJ ZIP: 07024 FORMER COMPANY: FORMER CONFORMED NAME: CHANGE TECHNOLOGY PARTNERS INC DATE OF NAME CHANGE: 20000907 FORMER COMPANY: FORMER CONFORMED NAME: ARINCO COMPUTER SYSTEMS INC DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: G E ASSET MANAGEMENT INC CENTRAL INDEX KEY: 0000936839 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-13347 FILM NUMBER: 06852776 BUSINESS ADDRESS: STREET 1: 3003 SUMMER STREET STREET 2: P O BOX 7900 CITY: STAMFORD STATE: CT ZIP: 06904-7900 BUSINESS PHONE: 2033262300 FORMER NAME: FORMER CONFORMED NAME: G E INVESTMENT MANAGEMENT INC DATE OF NAME CHANGE: 19950203 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TRUSTEES OF GENERAL ELECTRIC PENSION TRUST CENTRAL INDEX KEY: 0000902967 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-13347 FILM NUMBER: 06852777 BUSINESS ADDRESS: STREET 1: 3003 SUMMER STREET STREET 2: P O BOX 7900 CITY: STAMFORD STATE: CT ZIP: 06904-7900 BUSINESS PHONE: 2033262300 3 1 pro_14400ex.xml X0202 3 2006-05-10 0 0000356591 NEUROLOGIX INC/DE NRGX 0000902967 TRUSTEES OF GENERAL ELECTRIC PENSION TRUST 3001 SUMMER STREET STAMFORD CT 06905 0 0 1 0 0000936839 G E ASSET MANAGEMENT INC 0 0 1 0 Series C Preferred Stock Common Stock 2808568 D Warrants 2.05 2013-05-10 Common Stock 926966 D Each share of Series C Preferred Stock (the "Series C Stock") is currently convertible at the option of the holder into 19.66 shares of Common Stock. Each share of Series C Stock shall automatically be converted into shares of Common Stock upon the approval of (i) holders of at least 70% of the outstanding Series C Stock or (ii) immediately upon to the closing of an underwritten public offering of Issuer's Common Stock at a price of at least $5.65 per share (subject to adjustment in the event of a stock split, recapitalization, reclassification or similar event) and that results in gross proceeds of at least $50 million. Warrants are currently exercisable at the option of the holder. Consists of shares held directly by General Electric Pension Trust ("GEPT"). GE Asset Management Incorporated ("GEAM") is the investment manager of GEPT. GEAM shares voting and dispositive power over the securities owned by GEPT and may be deemed to be the beneficial owner of the securities of GEPT for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended. GEAM has no pecuniary interest in the securities owned by GEPT and reports no securities owned. /s/ Michael M. Pastore, VP of GE Asset Management Incorporated, as Investment Manager of General Electric Pension Trust 2006-05-18 /s/ Michael M. Pastore, VP of GE Asset Management Incorporated 2006-05-18 -----END PRIVACY-ENHANCED MESSAGE-----