Form 4 SCHREIBER ALAIN For: Mar 04 (10K)

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

OMB APPROVAL

OMB Number:		3235-0287
Expires:	February 28, 2011
Estimated average burden
hours per response		0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

SCHREIBER ALAIN

(Last)

(First)

(Middle)

90 NASSAU STREET, 5TH FLOOR

(Street)

PRINCETON

08542

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
OPTIMER PHARMACEUTICALS INC [OPTR]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2009

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/04/2009		P		175,616	A	⁽²⁾	1,450,973	I	by ProQuest Investments II, L.P. ⁽¹⁾
Common Stock	03/04/2009		P		7,450	A	⁽²⁾	61,556	I	by ProQuest Investments II Advisors Fund, L.P. ⁽¹⁾
Common Stock	03/04/2009		P		91,533	A	⁽²⁾	405,998	I	by ProQuest Investments III, L.P. ⁽¹⁾
Common Stock	03/04/2009		P		183,067	A	⁽²⁾	811,998	I	by ProQuest Investments IV, L.P. ⁽¹⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

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)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Warrants to purchase common stock

$ 10.93

03/04/2009

35,123

09/09/2009

03/09/2014

Common Stock

35,123

⁽²⁾

35,123

by ProQeust Investment II, L.P. ⁽¹⁾

Warrants to purchase common stock

$ 10.93

03/04/2009

1,490

09/09/2009

03/09/2014

Common Stock

1,490

⁽²⁾

1,490

by ProQuest Investments II Advisors Funds, L.P. ⁽¹⁾

Warrants to purchase common stock

$ 10.93

03/04/2009

18,307

09/09/2009

03/09/2014

Common Stock

18,307

⁽²⁾

18,307

by ProQuest Investments III, L.P. ⁽¹⁾

Warrants to purchase common stock

$ 10.93

03/04/2009

36,613

09/09/2009

03/09/2014

Common Stock

36,613

⁽²⁾

36,613

ProQeust Investments, IV, L.P. ⁽¹⁾

Explanation of Responses:

1. Dr. Schreiber is a managing partner of ProQuest Investments. Dr. Schreiber disclaims beneficial owenership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed as admission of beneficial ownership of all the reported shares for purposes of Section 16 or for any other purposes.

2. The reported securities will be issued under a Unit Purchase Agreement with the Issuer dated March 4, 2009 for a purchase of $10.925 per Unit. Each Unit consists of one share of common stock and a warrant to purchase .20 of a share of Common Stock.

	John D. Prunty, attorney-in-fact	03/06/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

Add to Delicious

Digg It

Send by Email

View Comments (0)

Post Comment