Mako Surgical Corp. - Statement of Changes in Beneficial Ownership (4)
23 2월 2008 - 6:37AM
Edgar (US Regulatory)
FORM 4
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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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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January 31, 2008
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
BRUNK GERALD A
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2. Issuer Name
and
Ticker or Trading Symbol
MAKO Surgical Corp.
[
MAKO
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
C/O LUMIRA CAPITAL CORP., 245 FIRST STREET, SUITE 1800
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3. Date of Earliest Transaction
(MM/DD/YYYY)
2/20/2008
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(Street)
CAMBRIDGE, MA 02142
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. 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
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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2/20/2008
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C
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282685
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A
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(1)
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282685
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I
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By MLII Co-Investment Fund NC Limited Partneship
(2)
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Common Stock
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2/20/2008
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C
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368240
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A
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(1)
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368240
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I
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By MDS Life Sciences Technology Fund II Quebec Limited Partnership
(3)
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Common Stock
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2/20/2008
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C
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1045188
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A
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(1)
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1045188
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I
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By Lumira Capital I Limited Partnership
(4)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. 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
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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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Series C Convertible Preferred Stock
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(1)
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2/20/2008
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C
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74331
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2/6/2007
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(1)
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Common Stock
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74331
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$0.00
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0
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I
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By MLII Co-Investment Fund NC Limited Partneship
(2)
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Series C Convertible Preferred Stock
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(1)
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2/20/2008
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C
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96828
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2/6/2007
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(1)
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Common Stock
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96828
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$0.00
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0
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I
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By MDS Life Sciences Technology Fund II Quebec Limited Partnership
(3)
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Series C Convertible Preferred Stock
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(1)
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2/20/2008
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C
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274830
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2/6/2007
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(1)
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Common Stock
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274830
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$0.00
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0
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I
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By Lumira Capital I Limited Partnership
(4)
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Series B Convertible Preferred Stock
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(1)
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2/20/2008
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C
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208354
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7/14/2005
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(1)
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Common Stock
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208354
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$0.00
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0
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I
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By MLII Co-Investment Fund NC Limited Partneship
(2)
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Series B Convertible Preferred Stock
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(1)
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2/20/2008
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C
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271412
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7/14/2005
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(1)
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Common Stock
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271412
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$0.00
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0
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I
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By MDS Life Sciences Technology Fund II Quebec Limited Partnership
(3)
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Series B Convertible Preferred Stock
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(1)
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2/20/2008
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C
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770358
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7/14/2005
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(1)
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Common Stock
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770358
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$0.00
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0
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I
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By Lumira Capital I Limited Partnership
(4)
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Explanation of Responses:
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(
1)
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The convertible preferred stock automatically converted into shares of MAKO Surgical Corp. common stock at the closing of the issuer's initial public offering and had no expiration date.
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(
2)
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These shares are owned directly by MLII Co-Investment Fund NC Limited Partnership ("MLII"). Lumira Capital Management Corp., a subsidiary of Lumira Capital Corp., provides services to MLII. As the reporting person is the Senior Vice President/Managing Director of Lumira Capital Corp., he may be deemed to be the indirect beneficial owner of the shares. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
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(
3)
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These shares are owned directly by MDS Life Sciences Technology Fund II Quebec Limited Partnership ("LSTF Quebec"). Lumira Capital Management Corp., a subsidiary of Lumira Capital Corp., provides services to LSTF Quebec. As the reporting person is the Senior Vice President/Managing Director of Lumira Capital Corp., he may be deemed to be the indirect beneficial owner of these shares. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
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(
4)
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These shares are owned directly by Lumira Capital I Limited Partnership ("LC I")(formerly known as MDS Life Sciences Technology Fund II NC Limited Partnership). Lumira Capital Management Corp., a subsidiary of Lumira Capital
Corp., may be deemed to be the indirect beneficial owner of the shares pursuant to a management agreement with LC I. As the reporting person is the Senior Vice President/Managing Director of Lumira Capital Corp., he may be deemed to be the indirect beneficial owner of these shares. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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BRUNK GERALD A
C/O LUMIRA CAPITAL CORP.
245 FIRST STREET, SUITE 1800
CAMBRIDGE, MA 02142
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X
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Signatures
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/s/Menashe R. Frank, attorney in fact
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2/22/2008
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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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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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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 control number.
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