FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 08/02/2010 |
3. Issuer Name and Ticker or Trading Symbol
Trius Therapeutics Inc [ TSRX ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 144,010 | I | By The Jeff Stein and Catherine Naughton Revocable Trust |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series A-1 Preferred Stock | (1) | (1) | Common Stock | 45,454 | (1) | I | By The Jeff Stein and Catherine Naughton Revocable Trust |
Stock Option (right to buy) | (2) | 03/20/2017 | Common Stock | 142,442 | $0.52 | D | |
Stock Option (right to buy) | (3) | 05/20/2018 | Common Stock | 156,976 | $1.29 | D | |
Stock Option (right to buy) | (4) | 01/08/2019 | Common Stock | 23,255 | $1.29 | D | |
Stock Option (right to buy) | (5) | 01/08/2019 | Common Stock | 7,558 | $1.29 | D |
Explanation of Responses: |
1. The Series A-1 Preferred Stock has no expiration date and is convertible at any time at the option of the holder and will convert upon the closing of the Issuer's initial public offering at a conversion ratio of 1 share of Common Stock for every 8.6 shares of Series A-1 Preferred Stock, for no additional consideration. |
2. The option is fully vested and exercisable. |
3. The shares underlying the option are subject to vesting. As of the date of this Form 3, 117,732 shares are fully vested, with the remaining 39,244 shares vesting monthly through April 1, 2011. |
4. The shares underlying the option are subject to vesting. As of the date of this Form 3, 11,627 shares are fully vested, with the remaining 11,628 shares vesting monthly through January 1, 2012. |
5. The option is fully vested and exercisable. |
/s/ John P. Schmid, Attorney-in-fact | 08/02/2010 | |
** 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 5 (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. |