1. Name and Address of Reporting Person*
| C/O NITROMED, INC., 45 HAYDEN AVENUE, SUITE 3000 | |
(Street)
| 2. Issuer Name and Ticker or Trading Symbol
NITROMED INC
[NTMD] | 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)
04/24/2009 |
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) |
| Code | V | Amount | (A) or (D) | Price |
|
Common Stock
| 04/24/2009 | | D | |
3,449
| D |
|
0
|
D
| |
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 | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
|
Option to Purchase Common Stock (Right to Buy)
| $
1.3
| 04/24/2009 | | D | | |
20,000
| | 06/16/2009 |
Common Stock
|
20,000
|
|
0
|
D
| |
|
Option to Purchase Common Stock (Right to Buy)
| $
2
| 04/24/2009 | | D | | |
20,000
| | 01/30/2011 |
Common Stock
|
20,000
|
|
0
|
D
| |
|
Option to Purchase Common Stock (Right to Buy)
| $
2
| 04/24/2009 | | D | | |
20,000
| | 09/11/2011 |
Common Stock
|
20,000
|
|
0
|
D
| |
|
Common Stock Option (Right to Buy)
| $
7.9
| 04/24/2009 | | D | | |
40,000
| | 01/08/2014 |
Common Stock
|
40,000
|
|
0
|
D
| |
|
Option to Purchase Common Stock (Right to Buy)
| $
6.95
| 04/24/2009 | | D | | |
10,000
| | 06/14/2014 |
Common Stock
|
10,000
|
|
0
|
D
| |
|
Option to Purchase Common Stock (Right to Buy)
| $
14.99
| 04/24/2009 | | D | | |
15,000
| | 05/16/2015 |
Common Stock
|
15,000
|
|
0
|
D
| |
|
Option to Purchase Common Stock (Right to Buy)
| $
4.12
| 04/24/2009 | | D | | |
15,000
| | 05/17/2016 |
Common Stock
|
15,000
|
|
0
|
D
| |
|
Option to Purchase Common Stock (Right to Buy)
| $
2.67
| 04/24/2009 | | D | | |
15,000
| | 05/25/2017 |
Common Stock
|
15,000
|
|
0
|
D
| |
|
Option to Purchase Common Stock (Right to Buy)
| $
1.14
| 04/24/2009 | | D | | |
15,000
| | 05/14/2018 |
Common Stock
|
15,000
|
|
0
|
D
| |
| /s/ Joseph Loscalzo | 04/28/2009 |
| ** 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. |
