SEC FORM
4/A
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*
| 780 THIRD AVENUE |
| 37TH FLOOR |
(Street)
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2. Issuer Name and Ticker or Trading Symbol
DYNAVAX TECHNOLOGIES CORP
[ DVAX ]
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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)
05/15/2006
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
05/15/2006
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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 |
05/15/2006 |
|
P |
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24,100 |
A |
$5.4997
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328,447
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I |
Through Deerfield Special Situations Fund, L.P. |
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 |
1. Name and Address of Reporting Person*
| 780 THIRD AVENUE |
| 37TH FLOOR |
(Street)
|
1. Name and Address of Reporting Person*
| 780 THIRD AVENUE |
| 37TH FLOOR |
(Street)
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1. Name and Address of Reporting Person*
| 780 3RD AVENUE |
| 37TH FLOOR |
(Street)
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1. Name and Address of Reporting Person*
| 780 THIRD AVENUE, 37TH FLOOR |
|
(Street)
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1. Name and Address of Reporting Person*
| C/O HEMISPHERE MANAGEMENT (B.V.I.) |
| COLUMBUS CENTRE, P.O. BOX 3460 |
(Street)
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| Explanation of Responses: |
|
|
/s/ James E. Flynn |
05/17/2006 |
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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. |
Joint Filer Information
Names: Deerfield Capital L.P.,
Deerfield Special Situations Fund, L.P.,
Deerfield Management Company, L.P.,
Deerfield Special Situations Fund International Limited
Address: Deerfield Capital, L.P.,
Deerfield Special Situations Fund, L.P.,
Deerfield Management Company, L.P:
780 Third Avenue, 37th Floor
New York, NY 10017
Deerfield Special Situations Fund International Limited:
c/o Hemisphere Management (B.V.I.) Limited
Bison Court, Columbus Centre, P.O. Box 3460
Road Town, Tortola
British Virgin Islands
Designated Filer: James E. Flynn
Issuer and Ticker Symbol: Dynavax Technologies Corp. [DVAX]
Date of Earliest Transaction to be Reported: May 15, 2006
The undersigned, Deerfield Capital, L.P., Deerfield Special Situations Fund,
L.P., Deerfield Management Company, L.P. and Deerfield Special Situations Fund
International Limited are jointly filing the attached Amendment to Statement of
Changes In Beneficial Ownership on Form 4 with James E. Flynn with respect to
the beneficial ownership of securities of Inspire Pharmaceuticals, Inc.
Signatures:
DEERFIELD CAPITAL, L.P.
By: J.E. Flynn Capital LLC, General Partner
By: /s/ James E. Flynn
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James E. Flynn, Managing Member
DEERFIELD SPECIAL SITUATIONS FUND, L.P.
By: Deerfield Capital, L.P.
By: J.E. Flynn Capital LLC, General Partner
By: /s/ James E. Flynn
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James E. Flynn, Managing Member
DEERFIELD MANAGEMENT COMPANY, L.P.
By: Flynn Management LLC, General Partner
By: /s/ James E. Flynn
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James E. Flynn, Managing Member
DEERFIELD SPECIAL SITUATIONS FUND INTERNATIONAL LIMITED
By: Deerfield Management Company
By: Flynn Management LLC, General Partner
By: /s/ James E. Flynn
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James E. Flynn, Managing Member
