SEC FORM
4
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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OMB APPROVAL |
OMB Number: |
3235-0287 |
Estimated average burden |
hours per response: |
0.5 |
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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*
NOMURA HOUSE 1 ST MARTINS LE GRAND |
LONDON EC1A 4NP |
(Street)
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2. Issuer Name and Ticker or Trading Symbol
TARGACEPT INC
[ TRGT ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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Director |
X |
10% Owner |
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Officer (give title below) |
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Other (specify below) |
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3. Date of Earliest Transaction
(Month/Day/Year) 04/18/2006
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4. 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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Form filed by One Reporting Person |
X |
Form filed by More than One Reporting Person |
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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Code |
V |
Amount |
(A) or (D) |
Price |
Common Stock |
04/18/2006 |
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A |
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1,190,476 |
A |
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2,136,904 |
D |
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Common Stock |
04/18/2006 |
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A |
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946,428 |
A |
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946,428 |
I |
Owned by NLP
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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)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Series C Convertible Preferred Stock |
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04/18/2006 |
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C |
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8,264,462 |
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Common Stock |
1,190,476 |
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0
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D |
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Series C Convertible Preferred Stock |
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04/18/2006 |
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C |
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6,570,248 |
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Common Stock |
946,428 |
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0
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I |
Owned by NLP
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1. Name and Address of Reporting Person*
NOMURA HOUSE 1 ST MARTINS LE GRAND |
LONDON EC1A 4NP |
(Street)
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1. Name and Address of Reporting Person*
NOMURA HOUSE |
1 ST MARTIN'S-LE-GRAND |
(Street)
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1. Name and Address of Reporting Person*
NOMURA HOUSE |
1 ST MARTIN'S-LE-GRAND |
(Street)
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1. Name and Address of Reporting Person*
NOMURA HOUSE |
1 ST. MARTINS-LE-GRAND |
(Street)
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Explanation of Responses: |
Remarks: |
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/s/ Denise Pollard Knight |
04/20/2006 |
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** 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. |
EXHIBIT 99.1
JOINT FILER INFORMATION
NAME: Nomura Phase4 Ventures LP
ADDRESS:
Nomura House
1 St Martins-le-Grand
London, EC1A 4NP
United Kingdom
ISSUER AND TICKER SYMBOL: Targacept, Inc. [TRGT]
DATE OF EARLIEST TRANSACTION REQUIRED TO BE REPORTED: April 18, 2006
RELATIONSHIP OF REPORTING PERSONS TO ISSUER: Member of 13G Group reporting more
than 10% ownership.
Signature: Nomura Phase4 Ventures LP
By: /s/ Denise Pollard Knight
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Dated: April 20, 2006
JOINT FILER INFORMATION
NAME: Nomura Phase4 Ventures LTD
ADDRESS:
Nomura House
1 St Martins-le-Grand
London, EC1A 4NP
United Kingdom
ISSUER AND TICKER SYMBOL: Targacept, Inc. [TRGT]
DATE OF EARLIEST TRANSACTION REQUIRED TO BE REPORTED: April 18, 2006
RELATIONSHIP OF REPORTING PERSONS TO ISSUER: Member of 13G Group reporting more
than 10% ownership.
Signature: Nomura Phase4 Ventures LTD
By: /s/ Denise Pollard Knight
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Dated: April 20, 2006
JOINT FILER INFORMATION
NAME: Nomura Phase4 Ventures GP LTD
ADDRESS:
Nomura House
1 St Martins-le-Grand
London, EC1A 4NP
United Kingdom
ISSUER AND TICKER SYMBOL: Targacept, Inc. [TRGT]
DATE OF EARLIEST TRANSACTION REQUIRED TO BE REPORTED: April 18, 2006
RELATIONSHIP OF REPORTING PERSONS TO ISSUER: Member of 13G Group reporting more
than 10% ownership.
Signature: Nomura Phase4 Ventures GP LTD
By: /s/ Denise Pollard Knight
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Dated: April 20, 2006