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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 		 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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 INTERNATIONAL PLC
(Last) (First) (Middle)
NOMURA HOUSE 1 ST MARTINS LE GRAND
LONDON EC1A 4NP
(Street)
UNITED KINGDOM X0
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TARGACEPT INC [ TRGT ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
04/18/2006
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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 04/18/2006 A 1,190,476 A (1) 2,136,904 D
Common Stock 04/18/2006 A 946,428 A (1) 946,428 I Owned by NLP(3)
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
Series C Convertible Preferred Stock (1) 04/18/2006 C 8,264,462 (2) (2) Common Stock 1,190,476 (1) 0(4) D
Series C Convertible Preferred Stock (1) 04/18/2006 C 6,570,248 (2) (2) Common Stock 946,428 (1) 0(4) I Owned by NLP(3)
1. Name and Address of Reporting Person*
NOMURA INTERNATIONAL PLC
(Last) (First) (Middle)
NOMURA HOUSE 1 ST MARTINS LE GRAND
LONDON EC1A 4NP
(Street)
UNITED KINGDOM X0
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Nomura Phase4 Ventures LP
(Last) (First) (Middle)
NOMURA HOUSE
1 ST MARTIN'S-LE-GRAND
(Street)
LONDON X0 EC1A 4NP
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Nomura Phase4 Ventures LTD
(Last) (First) (Middle)
NOMURA HOUSE
1 ST MARTIN'S-LE-GRAND
(Street)
LONDON X0 EC1A 4NP
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Nomura Phase4 Ventures GP LTD
(Last) (First) (Middle)
NOMURA HOUSE
1 ST. MARTINS-LE-GRAND
(Street)
LONDON X0 EC1A 4NP
(City) (State) (Zip)
Explanation of Responses:
1. Each share of Series C Convertible Preferred Stock converted into approximately 0.144 shares of the issuer's common stock. This conversion ratio reflects a 1 for 7.5 share reverse stock split of the issuer's common stock effected February 3, 2005.
2. The Series C Convertible Preferred Stock was convertible at any time, at the holder's election, and converted automatically upon completion of the issuer's initial public offering. These securities had no expiration date.
3. This Form 4 is filed by Nomura International plc ("NI") on behalf of Nomura Phase4 Ventures LP ("NLP") (each a "Reporting Person"). NI owns directly all of the stock of Nomura Phase4 Ventures Limited ("NVL"). NVL owns directly all of the stock of Nomura Phase4 GP Limited ("NGP"). NGP is the manager of NLP.
4. Not applicable.
Remarks:
See Exhibit 99.1 for Joint Filer signature information.
/s/ Denise Pollard Knight 04/20/2006
** 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
               -------------------------

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
                    -------------------------


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
                    -------------------------

Dated:  April 20, 2006