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NITROMED INC·3

Dec 2, 6:26 PM ET

RHO INVESTMENT PARTNERS H LP 3

3 · NITROMED INC · Filed Dec 2, 2003

Insider Transaction Report

Form 3
Period: 2003-11-28
NITROMED INCNTMD
RHO INVESTMENT PARTNERS H LP
10% Owner
Holdings

  • Common Stock

    [F1][F7]
    (indirect: See Footnotes)
    5,145,215

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2006-10-17→ Common Stock (1,222 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2006-11-14→ Common Stock (1,222 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2006-12-17→ Common Stock (1,222 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2007-02-10→ Common Stock (1,222 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2004-07-26→ Common Stock (569 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2004-07-27→ Common Stock (1,897 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2004-07-19→ Common Stock (953 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2004-10-11→ Common Stock (1,423 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2004-10-28→ Common Stock (1,423 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2005-01-13→ Common Stock (366 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2005-02-17→ Common Stock (305 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2005-03-13→ Common Stock (435 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2004-12-20→ Common Stock (611 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2006-02-07→ Common Stock (1,212 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2005-06-20→ Common Stock (1,734 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2005-07-13→ Common Stock (867 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2005-06-20→ Common Stock (867 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2005-09-27→ Common Stock (867 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2005-10-27→ Common Stock (867 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2006-01-10→ Common Stock (1,190 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2006-09-30→ Common Stock (1,222 underlying)

  • Common Stock Purchase Warrant (right to buy)

    [F2]
    (indirect: See Footnote)
    Exercise: $0.01From: 2003-11-05Exp: 2006-06-11→ Common Stock (2,464 underlying)

  • Non-Qualified Stock Option (right to buy)

    [F3]
    (indirect: See Footnote)
    Exercise: $0.72From: 2003-11-05Exp: 2009-03-17→ Common Stock (12,500 underlying)

  • Non-Qualified Stock Option (right to buy)

    [F4]
    (indirect: See Footnote)
    Exercise: $1.30From: 2003-11-05Exp: 2010-11-14→ Common Stock (5,000 underlying)

  • Non-Qualified Stock Option (right to buy)

    [F5]
    (indirect: See Footnote)
    Exercise: $2.00From: 2003-11-05Exp: 2011-11-20→ Common Stock (5,000 underlying)

  • Non-Qualified Stock Option (right to buy)

    [F6]
    (indirect: See Footnote)
    Exercise: $2.00From: 2003-11-05Exp: 2012-11-29→ Common Stock (5,000 underlying)
Footnotes (7)
  • [F1]Consists of shares held of record by each of the entities listed below. Mark Leschly (who is a director and files separate Section 16(a) reports), Joshua Ruch and Habib Kairouz are (i) Managing Members of Rho Management Ventures IV, LLC, which is the general partner of Rho Ventures IV, L.P. and Rho Ventures IV (QP), L.P.; (ii) Managing Directors of the Issuer Rho Capital Partners Verwaltungs GmbH, which is the general partner of Rho Ventures IV GmbH & Co. Beteiligungs KG; and (iii) Managing Partners of Rho Capital Partners, Inc. ("RCPI"), the investment advisor to Rho Management Trust II ("Trust II"). Each of the Filing Persons disclaims beneficial ownership of the shares except to the extent of its pecuniary interest therein.
  • [F2]Consists of warrants to acquire shares of Common Stock held by Trust II. Mark Leschly, Joshua Ruch and Habib Kairouz are managing partners of RCPI, the investment advisor to Trust II. Each of Messrs. Leschly, Ruch and Kairouz has a pecuniary interest in certain of the grantors to Trust II. Each of the Filing Persons disclaims beneficial ownership of the warrants and the shares of Common Stock underlying the warrants except to the extent of its pecuniary interest therein.
  • [F3]Represents an option held by Mark Leschly. The option vests and becomes exercisable in four equal annual installments on each of March 17, 2000, 2001, 2002 and 2003. Mr. Leschly is a director of the issuer and files separate reports under Section 16(a). The Filing Persons disclaim beneficial ownership of this option, as none has any pecuniary interest therein.
  • [F4]Represents an option held by Mark Leschly. The option vests and becomes exercisable in four equal annual installments on each of November 14, 2001, 2002, 2003 and 2004. Mr. Leschly is a director of the issuer and files separate reports under Section 16(a). The Filing Persons disclaim beneficial ownership of this option, as none has any pecuniary interest therein.
  • [F5]Represents an option held by Mark Leschly. The option vests and becomes exercisable in four equal annual installments on each of November 11, 2002, 2003, 2004 and 2005. Mr. Leschly is a director of the issuer and files separate reports under Section 16(a). The Filing Persons disclaim beneficial ownership of this option, as none has any pecuniary interest therein.
  • [F6]Represents an option held by Mark Leschly. The option vests and becomes exercisable in four equal annual installments on each of November 19, 2003, 2004, 2005 and 2006. Mr. Leschly is a director of the issuer and files separate reports under Section 16(a). The Filing Persons disclaim beneficial ownership of this option, as none has any pecuniary interest therein.
  • [F7]Rho Ventures IV, L.P., Rho Ventures IV (QP), L.P., Rho Ventures IV GmbH & Co. Beteiligungs KG and Trust II own 341,321 shares, 803,557 shares, 837,422 shares and 3,162,915 shares of Common Stock, respectively. Joshua Ruch is the sole stockholder of Atlas Capital Corp., which is the general partner of Rho Management Partners, L.P., which is the general partner of RIP H.
Signature
/s/ Jeffrey I. Martin|2003-12-02

Documents

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