Filing Details

Accession Number:
0001178913-10-001953
Form Type:
4
Zero Holdings:
No
Publication Time:
2010-07-29 13:00:00
Reporting Period:
2010-09-11
Filing Date:
2010-07-29
Accepted Time:
2010-07-29 11:20:59
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1385830 Neurogesx Inc NGSX Pharmaceutical Preparations (2834) 943307935
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1496201 Ltd. Management Funds Sphera Platinum House, 21 Ha'arba'ah St.
Tel Aviv L3
No No No Yes
1496202 Ron Senator C/o Sphera Funds Management Ltd.
Platinum House, 21 Ha'arba'ah St.
Tel Aviv L3
No No No Yes
1496203 Doron Breen C/o Sphera Funds Management Ltd.
Platinum House, 21 Ha'arba'ah St.
Tel Aviv L3
No No No Yes
1496204 Israel Mor C/o Sphera Funds Management Ltd.
Platinum House, 21 Ha'arba'ah St.
Tel Aviv L3
No No No Yes
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2009-09-11 88,000 $7.69 401,702 No 4 P Indirect By Sphera Global Healthcare Management L.P.
Common Stock Acquisiton 2009-09-15 17,055 $7.98 95,235 No 4 P Indirect By Sphera Master Fund L.P.
Common Stock Acquisiton 2009-09-15 4,263 $8.00 24,263 No 4 P Indirect By Puma Sphera Master Fund
Common Stock Acquisiton 2009-09-16 10,466 $8.38 34,729 No 4 P Indirect By Puma Sphera Master Fund
Common Stock Acquisiton 2009-09-16 41,865 $8.36 137,100 No 4 P Indirect By Sphera Master Fund L.P.
Common Stock Acquisiton 2009-09-21 2,033 $8.00 139,133 No 4 P Indirect By Sphera Master Fund L.P.
Common Stock Acquisiton 2009-09-21 513 $8.02 35,242 No 4 P Indirect By Puma Sphera Master Fund
Common Stock Acquisiton 2009-09-23 1,754 $8.17 36,996 No 4 P Indirect By Puma Sphera Master Fund
Common Stock Acquisiton 2009-09-23 7,017 $8.15 146,150 No 4 P Indirect By Sphera Master Fund L.P.
Common Stock Acquisiton 2009-09-24 650 $8.13 37,646 No 4 P Indirect By Puma Sphera Master Fund
Common Stock Acquisiton 2009-09-24 2,600 $8.11 148,750 No 4 P Indirect By Sphera Master Fund L.P.
Common Stock Acquisiton 2009-10-29 10,000 $7.96 158,750 No 4 P Indirect By Sphera Master Fund L.P.
Common Stock Acquisiton 2009-10-29 2,862 $7.96 40,508 No 4 P Indirect By Puma Sphera Master Fund
Common Stock Acquisiton 2009-10-30 4,472 $7.85 163,222 No 4 P Indirect By Sphera Master Fund L.P.
Common Stock Disposition 2009-11-11 6,684 $8.32 156,538 No 4 S Indirect By Sphera Master Fund L.P.
Common Stock Disposition 2009-11-12 1,320 $8.40 39,188 No 4 S Indirect By Puma Sphera Master Fund
Common Stock Disposition 2009-11-12 3,080 $8.42 153,458 No 4 S Indirect By Sphera Master Fund L.P.
Common Stock Disposition 2009-11-13 3,223 $8.28 35,965 No 4 S Indirect By Puma Sphera Master Fund
Common Stock Disposition 2009-11-13 11,400 $8.30 142,058 No 4 S Indirect By Sphera Master Fund L.P.
Common Stock Disposition 2009-11-16 678 $8.38 35,287 No 4 S Indirect By Puma Sphera Master Fund
Common Stock Acquisiton 2009-11-17 19,800 $9.10 55,087 No 4 P Indirect By Puma Sphera Master Fund
Common Stock Acquisiton 2009-11-17 70,200 $9.08 212,258 No 4 P Indirect By Sphera Master Fund L.P.
Common Stock Acquisiton 2009-11-18 36,323 $8.51 438,025 No 4 P Indirect By Sphera Global Healthcare Management L.P.
Common Stock Acquisiton 2009-11-19 53,000 $8.30 491,025 No 4 P Indirect By Sphera Global Healthcare Management L.P.
Common Stock Acquisiton 2009-11-20 15,000 $8.41 506,025 No 4 P Indirect By Sphera Global Healthcare Management L.P.
Common Stock Acquisiton 2009-11-23 13,600 $8.71 519,625 No 4 P Indirect By Sphera Global Healthcare Management L.P.
Common Stock Acquisiton 2009-11-25 3,339 $8.40 215,597 No 4 P Indirect By Sphera Master Fund L.P.
Common Stock Acquisiton 2009-11-30 20,000 $8.07 539,625 No 4 P Indirect By Sphera Global Healthcare Management L.P.
Common Stock Acquisiton 2009-12-01 7,600 $8.31 547,225 No 4 P Indirect By Sphera Global Healthcare Management L.P.
Common Stock Acquisiton 2009-12-02 2,000 $8.32 57,087 No 4 P Indirect By Puma Sphera Master Fund
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Indirect By Sphera Global Healthcare Management L.P.
No 4 P Indirect By Sphera Master Fund L.P.
No 4 P Indirect By Puma Sphera Master Fund
No 4 P Indirect By Puma Sphera Master Fund
No 4 P Indirect By Sphera Master Fund L.P.
No 4 P Indirect By Sphera Master Fund L.P.
No 4 P Indirect By Puma Sphera Master Fund
No 4 P Indirect By Puma Sphera Master Fund
No 4 P Indirect By Sphera Master Fund L.P.
No 4 P Indirect By Puma Sphera Master Fund
No 4 P Indirect By Sphera Master Fund L.P.
No 4 P Indirect By Sphera Master Fund L.P.
No 4 P Indirect By Puma Sphera Master Fund
No 4 P Indirect By Sphera Master Fund L.P.
No 4 S Indirect By Sphera Master Fund L.P.
No 4 S Indirect By Puma Sphera Master Fund
No 4 S Indirect By Sphera Master Fund L.P.
No 4 S Indirect By Puma Sphera Master Fund
No 4 S Indirect By Sphera Master Fund L.P.
No 4 S Indirect By Puma Sphera Master Fund
No 4 P Indirect By Puma Sphera Master Fund
No 4 P Indirect By Sphera Master Fund L.P.
No 4 P Indirect By Sphera Global Healthcare Management L.P.
No 4 P Indirect By Sphera Global Healthcare Management L.P.
No 4 P Indirect By Sphera Global Healthcare Management L.P.
No 4 P Indirect By Sphera Global Healthcare Management L.P.
No 4 P Indirect By Sphera Master Fund L.P.
No 4 P Indirect By Sphera Global Healthcare Management L.P.
No 4 P Indirect By Sphera Global Healthcare Management L.P.
No 4 P Indirect By Puma Sphera Master Fund
Footnotes
  1. These securities are beneficially owned by Sphera Global Healthcare Fund, which invests substantially all of its assets in Sphera Global Healthcare Master Fund. Sphera Global Healthcare Fund and Sphera Global Healthcare Master Fund have delegated all investment decision-making to Sphera Global Healthcare Management L.P. (the "Management Company"). The Management Company is managed, controlled, and operated by its general partner, Sphera Global Healthcare GP Ltd. (the "General Partner"), the shares of which are owned 50% by M. Arkin (1999) Ltd. (the "1999 Company") and 50% by Sphera Funds Management Ltd. ("SFML").
  2. The 1999 Company, wholly-owned by Moshe Arkin, and SFML are each entitled to appoint two members to the board of directors of the General Partner (the "Board of Directors") and two members to the investment committee of the Management Company (the "Investment Committee"). No decision can be made by either the Board of Directors or the Investment Committee without the consent of both Mr. Arkin's designees and the designees of SFML (Sphera Global Healthcare Fund, Sphera Global Healthcare Master Fund, the Management Company, and the General Partner are referred to collectively in this Form 3 as "Healthcare Fund Entities"). In addition, 62.09% of the shares of SFML are owned by companies controlled or wholly-owned by the three founders of SFML, Israel Mor, Doron Breen, and Ron Senator, each of whom currently serves as a director of SFML.
  3. SFML, Mr. Mor, Mr. Breen, and Mr. Senator may also be considered the beneficial owners of shares held by Sphera Fund L.P., Sphera Fund (NIS) L.P., and Sphera Fund - Global L.P., each of which invest substantially all of its assets in Sphera Master Fund L.P. ("Sphera Master"). SFML owns 100% of Sphera Fund G.P. Ltd., which acts as the general partner of Sphera GP L.P., which in turn serves as the general partner of Sphera Master, Sphera Fund L.P., Sphera Fund (NIS) L.P., and Sphera Fund - Global L.P. Sphera GP L.P. has delegated its investment management authority with respect to Sphera Master, Sphera Fund L.P., Sphera Fund (NIS) L.P., and Sphera Fund - Global L.P. to SFML (Sphera Master Fund L.P., Sphera Fund L.P., Sphera Fund (NIS) L.P., Sphera Fund - Global L.P., Sphera GP L.P., and Sphera Fund G.P. Ltd. are referred to collectively in this Schedule 13D as "Sphera Fund Entities").
  4. SFML, Mr. Mor, Mr. Breen, and Mr. Senator may also be considered the beneficial owners of shares held by Puma Sphera, which invests substantially all of its assets in Puma Sphera Master Fund, which in turn has appointed Puma Sphera Management (Cayman) Limited to provide investment management services to Puma Sphera and Puma Sphera Master Fund. Pursuant to an agreement, SFML provides Puma Sphera Management (Cayman) Limited with certain investment services, including the power to make investment decisions guided by a trading strategy adopted by Puma Sphera Management (Cayman) Limited (Puma Sphera, Puma Sphera Master Fund, and Puma Sphera Management (Cayman) Limited are referred to collectively in this Schedule 13D as "Puma Fund Entities").
  5. The filing of this Form 4 shall not be construed as an admission that SFML, Mr. Breen, Mr. Mor, or Mr. Senator is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended, or otherwise the beneficial owner of any of the shares of Common Stock of the Company owned by the Healthcare Fund Entities, the Sphera Fund Entities, or the Puma Fund Entities. Pursuant to Rule 16a-1, SFML, Mr. Breen, Mr. Mor, and Mr. Senator disclaims beneficial ownership of the shares of the Company reported herein that are beneficially owned by the Healthcare Fund Entities, the Sphera Fund Entities, or the Puma Fund Entities, except to the extent of their pecuniary interest therein.