FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Expires: February 28, 2011
Estimated average burden
hours per response... 0.5
                      
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(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Nebgen Georg 		2. Issuer Name and Ticker or Trading Symbol

JAVELIN PHARMACEUTICALS, INC [ JAV ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

C/O NGN CAPITAL LLC, 369 LEXINGTON AVENUE, 17TH FLOOR 		3. Date of Earliest Transaction (MM/DD/YYYY)

7/2/2010
(Street)

NEW YORK, NY 10017
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 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
Stock Option (right to buy)   $4.19   7/2/2010     D   (1)       50000    12/8/2007   12/8/2016   Common Stock   50000   $0   0   D   (2)  
Stock Option (right to buy)   $4.98   7/2/2010     D   (3)       26644      (4) 1/3/2017   Common Stock   26644   $0   0   D   (2)  
Stock Option (right to buy)   $1.26   7/2/2010     D   (5)       24000    12/31/2009   5/1/2019   Common Stock   24000   $0   0   D    

Explanation of Responses:
( 1)  Pursuant to the Agreement and Plan of Merger, dated April 17, 2010, by and among Hospira, Inc., Discus Acquisition Corporation ("Purchaser") and Javelin Pharmaceuticals, Inc. (the "Company"), the Purchaser merged with and into the Company on July 2, 2010 (the "Merger"). In connection with the Merger, these options, which were outstanding and fully vested immediately prior to the effective time of the Merger (the "Effective Time"), were immediately canceled and terminated.
( 2)  The reporting person is a managing member of NGN Capital, LLC ("NGN Capital"), which is the sole general partner of NGN BioMed I GP, LP ("NGN GP") and the manging limited partner of NGN Biomed Opportunity 1 GmbH & Co Beteiligungs KP. NGN GP is the sole general partner of NGN Biomed Opportunity I, LP. Under the operating agreement for NGN Capital the reporting person is deemed to hold the reported option for the benefit of the NGN Capital, which is entitled to the net after-tax benefit received by the reporting person from the sale of the shares issued upon exercise. NGN Capital may, therefore, be deemed the indirect beneficial owner of the option, and the reporting person may be deemed the indirect beneficial owner of the option through his indirect interest in NGN Capital. The reporting person disclaims beneficial ownership of the option except to the extent of his pecuniary interest therein.
( 3)  These options, which were outstanding, unexercised and fully vested immediately prior to the Effective Time were immediately canceled and terminated.
( 4)  1,644 shares vested on 1/3/2008 and 25,000 shares vested on 1/3/2009.
( 5)  These options, which were outstanding, unexercised and fully vested immediately prior to the Effective Time were immediately canceled, terminated and converted into the right to receive a cash payment of $22,560.00, representing (a) the difference between the exercise price of the option and the merger consideration of $2.20 per share multiplied by (b) the number of shares subject to the option.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Nebgen Georg
C/O NGN CAPITAL LLC
369 LEXINGTON AVENUE, 17TH FLOOR
NEW YORK, NY 10017 		X



Signatures
/s/ Georg Nebgen 7/2/2010
** 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 control number.
Javelin Pharmaceuticals (AMEX:JAV)
Historical Stock Chart
Von Mai 2024 bis Jun 2024 Click Here for more Javelin Pharmaceuticals Charts.
Javelin Pharmaceuticals (AMEX:JAV)
Historical Stock Chart
Von Jun 2023 bis Jun 2024 Click Here for more Javelin Pharmaceuticals Charts.