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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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. | SEC 1474 (9-02) | ||
| 1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Option (Right to Buy) | $ 30.15 (7) | (4) | 01/02/2013 | Common Stock | 5,431 (7) | 5,431 (7) | D (2) (5) | ||||||||
| Stock Option (Right to Buy) | $ 16.85 (7) | (4) | 01/02/2014 | Common Stock | 9,718 (7) | 9,718 (7) | D (2) (5) | ||||||||
| Stock Option (Right to Buy) | $ 4.72 (7) | (8) | 06/24/2019 | Common Stock | 5,000 (7) | 5,000 (7) | D (2) (5) | ||||||||
| Stock Option (Right to Buy) | $ 7.65 (7) | (9) | 11/19/2019 | Common Stock | 5,000 (7) | 5,000 (7) | D (2) (5) | ||||||||
| Stock Option (Right to Buy) | $ 6.95 (7) | (4) | 01/04/2020 | Common Stock | 16,591 (7) | 16,591 (7) | D (2) (5) | ||||||||
| Stock Option (Right to Buy) | $ 5 (7) | (10) | 08/23/2020 | Common Stock | 5,000 (7) | 5,000 (7) | D (2) (5) | ||||||||
| Stock Option (Right to Buy) | $ 2.85 (7) | (4) | 03/15/2021 | Common Stock | 40,000 (7) | 40,000 (7) | D (2) (5) | ||||||||
| Stock Option (Right to Buy) | $ 18.95 (7) | (4) | 04/02/2012 | Common Stock | 8,926 (7) | 8,926 (7) | I | See Footnote (6) | |||||||
| Warrant for the Purchase of Common Stock | $ 6 (7) | 07/15/2009 | 07/15/2019 | Common Stock | 27,000 (7) | 27,000 (7) | D (2) | ||||||||
| Warrant for the Purchase of Common Stock | $ 1.7675 (7) | 02/07/2011 | 02/07/2014 | Common Stock | 193,940 (7) | 193,940 (7) | D (2) | ||||||||
| Warrant for the Purchase of Common Stock | $ 6 (7) | (4) | (11) | Common Stock | 241,931 (7) | 241,931 (7) | I | See Footnote (6) | |||||||
| Stock Option (Right to Buy) | $ 0.55 | 02/16/2012 | A | 50,000 | (12) | 02/16/2022 | Common Stock | 50,000 | $ 0 | 50,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Prides Capital Partners, LLC 200 STATE STREET 13TH FLOOR BOSTON, MA 02109 |
X | X | Executive Chairman | |
| Richardson Kevin A II 200 STATE STREET 13TH FLOOR BOSTON, MA 02109 |
X | X | ||
| Prides Capital Partners, LLC | 02/21/2012 | |
| **Signature of Reporting Person | Date | |
| Kevin A. Richardson, II | 02/21/2012 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | The total number of common shares reflect a 1-for-5 reverse stock split, effective June 1, 2011. |
| (2) | Owned directly by Kevin A. Richardson, II. |
| (3) | The shares of Common Stock reported herein are owned directly by Prides Capital Fund I, L.P. Because Prides Capital Partners, L.L.C. is the general partner of Prides Capital Fund I, L.P., Prides Capital Partners, L.L.C. may be deemed to be the beneficial owner of shares owned by such entity. Because Kevin A. Richardson, II is the controlling member of Prides Capital Partners, L.L.C., he may be deemed to be the beneficial owner of shares deemed to be beneficially owned by such entity. Each of Prides Capital Partners, L.L.C., Prides Capital Fund I, L.P, and Kevin A. Richardson, II disclaim beneficial ownership of these shares, except to the extent of any pecuniary interest therein. |
| (4) | These options or warrants are immediately exercisable. |
| (5) | The options reported herein are owned directly by Kevin A. Richardson II. Mr. Richardson is deemed to hold the options for the benefit of Prides Capital Fund I, L.P. and may exercise the options solely upon the direction of Prides Capital Fund I, L.P., which is entitled to the shares issued upon exercise. Because Prides Capital Partners, L.L.C. is the general partner of Prides Capital Fund I, L.P., Prides Capital Partners, L.L.C. may be deemed to be the beneficial owner of options owned by such entity. Each of Prides Capital Partners, L.L.C., Prides Capital Fund I, L.P, and Kevin A. Richardson, II disclaim beneficial ownership of these options, except to the extent of any pecuniary interest therein. |
| (6) | The options or warrants reported herein are owned directly by Prides Capital Fund I, L.P. Because Prides Capital Partners, L.L.C. is the general partner of Prides Capital Fund I, L.P., Prides Capital Partners, L.L.C. may be deemed to be the beneficial owner of options and warrants owned by such entity. Because Kevin A. Richardson, II is the controlling member of Prides Capital Partners, L.L.C., he may be deemed to be the beneficial owner of options or warrants deemed to be beneficially owned by such entity. Each of Prides Capital Partners, L.L.C., Prides Capital Fund I, L.P, and Kevin A. Richardson, II disclaim beneficial ownership of these options and warrants, except to the extent of any pecuniary interest therein. |
| (7) | The total number of options or warrants and exercise price reflect a 1-for-5 reverse stock split, effective June 1, 2011. |
| (8) | These options vest over a three-year period and are exercisable according to the following vesting schedule: 1,650 beginning on June 24, 2010, 1,650 beginning on June 24, 2011 and 1,700 beginning on June 24, 2012. |
| (9) | These options vest over a three-year period and are exercisable according to the following vesting schedule: 1,650 beginning on November 19, 2010, 1,650 beginning on November 19, 2011 and 1,700 beginning on November 19, 2012. |
| (10) | These options vest over a three-year period and are exercisable according to the following vesting schedule: 1,650 beginning on August 23, 2011, 1,650 beginning on August 23, 2012 and 1,700 beginning on August 23, 2013. |
| (11) | A warrant to purchase 18,000 shares of common stock expires on September 11, 2019. A warrant to purchase 133,017 shares of common stock expires on October 22, 2019. A warrant to purchase 90,914 shares of common stock expires on November 12, 2019. |
| (12) | Exercisable according to the following vesting schedule: 25,000 beginning on May 15, 2012, 12,500 beginning on July 1, 2012 and 12,500 beginning on October 1, 2012. |
| Remarks: Kevin A. Richardson, II has been deputized by Prides Capital Partners, L.L.C. to serve on the Issuer's board of directors, and therefore Prides Capital Partners, L.L.C. and each of the other Reporting Persons also is a director of the Issuer for purposes of Section 16 of the Securities Exchange Act of 1934. | |