Statement of Changes in Beneficial Ownership (4)
February 06 2020 - 6:11PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
Bleichroeder LP |
2. Issuer Name and Ticker or Trading Symbol
DURECT CORP
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DRRX
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
1345 AVENUE OF THE AMERICAS, 47TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/4/2020 |
(Street)
NEW YORK, NY 10105
(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 | 2/4/2020 | | P | | 77500 | A | $1.6969 (1) | 26554046 | I | See footnote (2) |
Common Stock | 2/5/2020 | | P | | 74998 | A | $1.6904 (1) | 26629044 | I | See footnote (2) |
Common Stock | 2/6/2020 | | P | | 75000 | A | $1.6483 (1) | 26704044 | I | See footnote (2) |
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) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Explanation of Responses: |
(1) | The reported price in Column 4 is a weighted average price. These shares were bought in multiple transactions. On 02/04/2020, prices ranged from $1.68 to $1.71 per share, inclusive. On 02/05/2020, prices ranged from $1.675 to $1.70 per share, inclusive. On 02/06/2020, prices ranged from $1.605 to $1.69 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
(2) | The shares of Common Stock reported herein are indirectly beneficially owned by Bleichroeder, LP (Bleichroeder), a Delaware limited partnership, an investment adviser registered under the Investment Advisers Act of 1940. Bleichroeder is the registered investment adviser to Biotechnology Master Fund, Ltd. as well as to 21 April Fund, LP and 21 April Fund, Ltd. (collectively, the "Funds"). The shares of Common Stock reported herein are directly held by the Funds and other managed
accounts. Bleichroeder disclaims beneficial ownership of the shares of Common Stock held directly by the Funds and other managed accounts except to the extent, if any, of its pecuniary interest therein, and this report shall not be deemed an admission that Bleichroeder is the beneficial owner of any such securities. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Bleichroeder LP 1345 AVENUE OF THE AMERICAS 47TH FLOOR NEW YORK, NY 10105 |
| X |
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Signatures
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Michael M. Kellen, Chairman and CO-CEO of Bleichroeder LP | | 2/6/2020 |
**Signature of Reporting Person | Date |
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