SEC Form 3

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* JANNEY DANIEL (Last) (First) (Middle) C/O ALTA PARTNERS ONE EMBARCADERO CENTER, SUITE 4050 (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/11/2004	3. Issuer Name and Ticker or Trading Symbol DYNAVAX TECHNOLOGIES CORP [ DVAX ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)	5. 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 Beneficially Owned
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)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Convertible Preferred Stock	(3)	(3)	Common Stock	666,666	1	I	Please see Footnote(1)(2)
Series B Convertible Preferred Stock	(3)	(3)	Common Stock	455,373	1	I	Please see Footnote(1)(2)
Series C Convertible Preferred Stock	(3)	(3)	Common Stock	83,333	1.26	I	Please see Footnote(1)(2)
Series D Convertible Preferred Stock	(3)	(3)	Common Stock	161,812	1	I	Please see Footnote(1)

Explanation of Responses:

1. Dan Janney is Chairman of the Board of Directors; he is a vice president of Alta Partners, and a managing director and member of various funds affiliated with Alta Partners. He disclaims beneficial ownership of all such shares held by Alta California Partners, L.P. ("ACP") and Alta Embarcadero Partners, LLC. ("AEP"), except to the extent of his proportionate pecuniary interests therein. He is not a general partner of ACP or a member of AEP. He is a limited partner of Alta California Management Partners, L.P. ("ACMP"). ACP beneficially owns 650,302 shares of Series A Preferred Stock, 445,201 shares of Series B Preferred Stock, 81,471 shares of Series C Preferred Stock and 158,197 shares of Series D Preferred Stock. .

2. AEP beneficially owns 16,363 shares of Series A Preferred Stock, 10,171 shares of Series B Preferred Stock, 1,861 shares of Series C Preferred Stock and 3,614 shares of Series D Preferred Stock. Certain principals of Alta Partners are general partners of ACMP (which is the general partner of ACP), and members of AEP, as general partners and members of such funds, they may be deemed to share voting and investment powers for the shares held by the funds. The principals disclaim beneficial ownership of all such shares held by ACP and AEP, except to the extent of their proportionate pecuniary interests therein. Upon a Qualified Public Offering, as defined in the Dynavax Technologies Corporation Amended and Restated Certificate of Incorporation, effective upon the closing of the stock sales pursuant to such public offering, all preferred stock shall automatically convert into Common Stock on a 1-to-3 reverse stock split basis

3. Exercisable immediately. No expiration date. These shares will automatically convert into Common Stock of the Issuer, upon the close of the Issuer's public offering.

	/s/ Daniel S. Janney	02/11/2004
	** 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).
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