SEC Form 4
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*
GOODMAN COREY S

(Last) (First) (Middle)
TWO CORPORATE DRIVE

(Street)
SOUTH SAN FRANCISCO CA 94080

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
RENOVIS INC [ RNVS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/02/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 05/02/2008 D 272,823 D (1) 0 D
Common Stock 05/02/2008 D 285,395 D (2) 0 I By Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Incentive Stock Option (right to buy) $1.125 05/02/2008 D 5,556 03/18/2003(3) 03/17/2013 Common Stock 5,556 (4) 0 D
Non_Qualified Stock Option (right to buy) $1.35 05/02/2008 D 116,667 08/22/2003(5) 08/21/2013 Common Stock 116,667 (6) 0 D
Non_Qualified Stock Option (right to buy) $1.125 05/02/2008 D 24,444 03/18/2003(7) 03/17/2013 Common Stock 24,444 (8) 0 D
Non_Qualified Stock Option (right to buy) $4.5 05/02/2008 D 133,333 09/24/2003(9) 09/23/2013 Common Stock 133,333 (10) 0 D
Explanation of Responses:
1. Disposed of pursuant to the Merger Agreement ("Merger Agreement") between Renovis, Inc. ("RNVS") and Evotec AG in exchange for 143,797 American Depositary Shares ("ADSs") of Evotec AG on the effective date of the merger.
2. Disposed of pursuant to the Merger Agreement ("Merger Agreement") between Renovis, Inc. ("RNVS") and Evotec AG in exchange for 150,431 American Depositary Shares ("ADSs") of Evotec AG on the effective date of the merger.
3. 1/48 of the shares vest monthly thereafter over four years beginning March 18, 2003.
4. This option was converted into an option to acquire 2,930 American Depositary Shares (ADSs") of Evotec AG at an exercise price of $2.14 per share pursuant to the terms of the Merger Agreement Renovis, Inc and Evotec AG.
5. 1/48 of the shares vest monthly thereafter over four years beginning August 22, 2003.
6. This option was converted into an option to acquire 61,495 American Depositary Shares (ADSs") of Evotec AG at an exercise price of $2.57 per share pursuant to the terms of the Merger Agreement Renovis, Inc and Evotec AG.
7. 1/48 of the shares vest monthly thereafter over four years beginning March 18, 2003.
8. This option was converted into an option to acquire 12,884 American Depositary Shares (ADSs") of Evotec AG at an exercise price of $2.14 per share pursuant to the terms of the Merger Agreement Renovis, Inc and Evotec AG.
9. 1/48 of the shares vest monthly thereafter over four years beginning September 24, 2003.
10. This option was converted into an option to acquire 70,279 American Depositary Shares (ADSs") of Evotec AG at an exercise price of $8.54 per share pursuant to the terms of the Merger Agreement Renovis, Inc and Evotec AG.
/George Fraley 05/06/2008
** 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).
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