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 or Section 30(h) of the Investment Company Act of 1940 |
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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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
DIGIRAD CORP [ DRAD ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/27/2006 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) 03/01/2006 |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 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 | 02/27/2006(1) | J(2) | 306,436 | D | (3) | 0 | I | By Kingsbury Capital Partners, L.P. III(4) | ||
Common Stock | 02/27/2006(1) | J(2) | 40,786 | A | (3) | 112,905(5) | I | By Timothy J. Wollaeger and Cynthia K. Wollaeger, trustees, U/A DTD 4/25/1985 | ||
Common Stock | 685 | I | By Kingsbury Associates, L.P.(4) | |||||||
Common Stock | 339,766 | I | By Kingsbury Capital Partners, L.P. IV(4) | |||||||
Common Stock | 104,428 | I | By Sanderling V Biomedical, L.P.(6) | |||||||
Common Stock | 42,250 | I | By Sanderling V Limited Partnership(6) | |||||||
Common Stock | 426,330 | I | By Sanderling Venture Partners V, L.P.(6) | |||||||
Common Stock | 37,594 | I | By Sanderling V Beteiligungs GmbH & Co. KG(6) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 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: 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. Form 4 amended to correct the transaction date and the date of earliest transaction. The earliest transaction occurred on February 27, 2006 instead of February 24, 2006 as previously reported. |
2. On 2/24/06, Kingsbury Capital Partners, L.P. III commenced a liquidating distribution to its partners of an aggregate of 306,436 shares of common stock of the issuer, 63,739 shares of which were received by the general partner of Kingsbury Capital Partners, L.P. III, Kingsbury Associates, L.P. In turn, Kingsbury Associates, L.P. distributed the 63,739 shares of common stock of the issuer to its partners, 40,786 of which were received by the reporting person. In prior reports, the reporting person reported beneficial ownership of 306,436 shares held by Kingsbury Capital Partners, L.P. III. |
3. Not applicable. |
4. The reporting person is the general partner of Kingsbury Associates, L.P., which is a general partner of each of Kingsbury Capital Partners, L.P. III and Kingsbury Capital Partners, L.P., IV. The reporting person disclaims beneficial ownership of the shares held by Kingsbury Capital Partners, L.P., IV, except to the extent of his pecuniary interests in the named fund. As general partner, the reporting person has voting and investment power with respect to the shares held by Kingsbury Capital Partners, L.P., IV. |
5. Includes 72,119 shares previously transferred by the reporting person to By Timothy J. Wollaeger and Cynthia K. Wollaeger, trustees, U/A DTD 4/25/1985. |
6. The reporting person is the managing director of Middleton, McNeil & Mills Associates V, LLC, the general partner of Sanderling Venture Partners V, L.P., Sanderling V Biomedical, L.P., Sanderling V Limited Partnership and Sanderling V Beteiligungs GmbH & Co. KG. The reporting person disclaims beneficial ownership of the shares held by Sanderling Venture Partners V, L.P., Sanderling V Biomedical, L.P., Sanderling V Limited Partnership and Sanderling V Beteiligungs GmbH & Co. KG, except to the extent of his pecuniary interests in the named fund. The reporting person shares voting and investment power with respect to the shares held by Sanderling Venture Partners V, L.P., Sanderling V Biomedical, L.P., Sanderling V Limited Partnership and Sanderling V Beteiligungs GmbH & Co. KG with the other managing directors of Middleton, McNeil & Mills Associates V, LLC. |
Vera P. Pardee, by Power of Attorney | 03/01/2006 | |
** 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. |