SEC FORM 4 SEC Form 4
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*
OXFORD BIOSCIENCE PARTNERS IV LP

(Last) (First) (Middle)
222 BERKELEY ST.

(Street)
BOSTON MA 02116

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ACADIA PHARMACEUTICALS INC [ ACAD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/29/2005
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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
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 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
Common Stock Warrant (right to buy) $8.148 07/29/2005 P 89,900 10/17/2005 04/19/2010 Common Stock 89,900 $3.09 236,500 D(1)
1. Name and Address of Reporting Person*
OXFORD BIOSCIENCE PARTNERS IV LP

(Last) (First) (Middle)
222 BERKELEY ST.

(Street)
BOSTON MA 02116

(City) (State) (Zip)
1. Name and Address of Reporting Person*
MRNA FUND II LP

(Last) (First) (Middle)
222 BERKELEY ST.

(Street)
BOSTON MA 02116

(City) (State) (Zip)
1. Name and Address of Reporting Person*
OBP MANAGEMENT IV LP

(Last) (First) (Middle)
222 BERKELEY ST.

(Street)
BOSTON MA 02116

(City) (State) (Zip)
1. Name and Address of Reporting Person*
BARNES JEFFREY T

(Last) (First) (Middle)
222 BERKELEY ST.

(Street)
BOSTON MA 02116

(City) (State) (Zip)
1. Name and Address of Reporting Person*
CARTHY MARK

(Last) (First) (Middle)
222 BERKELEY ST.

(Street)
BOSTON MA 02116

(City) (State) (Zip)
1. Name and Address of Reporting Person*
FLEMING JONATHAN

(Last) (First) (Middle)
222 BERKELEY ST.

(Street)
BOSTON MA 02116

(City) (State) (Zip)
1. Name and Address of Reporting Person*
LYTTON MICHAEL

(Last) (First) (Middle)
222 BERKELEY ST.

(Street)
BOSTON MA 02116

(City) (State) (Zip)
1. Name and Address of Reporting Person*
WALTON ALAN G

(Last) (First) (Middle)
222 BERKELEY ST.

(Street)
BOSTON MA 02116

(City) (State) (Zip)
Explanation of Responses:
1. Securities held of record by Oxford Bioscience Partners IV L.P. ("Oxford IV"). By virtue of their relationship as affiliated limited partnerships, whose sole general partner shares individual general partners, Oxford IV and mRNA Fund II L.P. ("mRNA") may be deemed to share voting power and the power to direct the disposition of the shares which each partnership owns of record. OBP Management IV L.P. ("OBP IV") (as the general partner of Oxford IV), may also be deemed to own beneficially the shares held of record by Oxford IV. Each of Messrs. Barnes, Carthy, Fleming, Lytton, and Walton (who is a Director of the Issuer), the individual general partners of OBP IV, may be deemed to own beneficially the shares held by Oxford IV. The reporting persons disclaim beneficial ownership of the securities except to the extent of their pecuniary interest therein.
Remarks:
/s/ Raymond Charest, as attorney-in-fact for Jonathan J. Fleming, as general partner of the general partner of Oxford Bioscience Partners IV L.P. 08/02/2005
/s/ Alexia Pearsall, as attorney-in-fact for Jonathan J. Fleming, as general partner of the general partner of mRNA Fund II L.P. 08/02/2005
/s/ Raymond Charest, as attorney-in-fact for Jonathan J. Fleming, as general partner of OBP Management IV L.P. 08/02/2005
/s/ Raymond Charest, as attorney-in-fact for Jeffrey T. Barnes 08/02/2005
/s/ Raymond Charest, as attorney-in-fact for Mark P. Carthy 08/02/2005
/s/ Raymond Charest, as attorney-in-fact for Jonathan J. Fleming 08/02/2005
/s/ Michael E. Lytton 08/02/2005
/s/ Raymond Charest, as attorney-in-fact for Alan G. Walton 08/02/2005
** 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.
Exhibit 24 - POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each person whose
signature appears below hereby constitutes and appoints Raymond
Charest, Alexia Pearsall and Jonathan J. Fleming, and each of
them, with full power to act without the other, his true and
lawful attorney-in-fact and agent, with full power of
substitution, for him and in his name, place and stead, in any
and all capacities (until revoked in writing) to sign any and
all instruments, certificates and documents required to be
executed on behalf of himself as an individual or in his
capacity as a general partner or authorized signatory, as the
case may be, on behalf of any of Oxford Bioscience Partners
IV L.P., mRNA II L.P., or OBP Management IV L.P., pursuant to
section 13 or 16 of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), and any and all regulations
promulgated thereunder and to file the same, with all
exhibits thereto, and any other documents in connection
therewith, with the Securities and Exchange Commission, and
with any other entity when and if such is mandated by the
Exchange Act or by the By-laws of the National Association of
Securities Dealers, Inc., granting unto said attorney-in-fact
and agent full power and authority to do and perform each and
every act and thing requisite and necessary fully to all
intents and purposes as he might or could do in person
thereby ratifying and confirming all that said attorney-in-fact
and agent, or his substitute or substitutes, may lawfully do
or cause to be done by virtue hereof, or may have done in
connection with the matters described above.

IN WITNESS WHEREOF, this Power of Attorney has been signed as
of the 8th day of April, 2004.


OXFORD BIOSCIENCE PARTNERS IV L.P.
by its General Partner, OBP MANAGEMENT IV L.P.

By: /s/ Jonathan Fleming
Name:  Jonathan J. Fleming
Title:  General Partner


MRNA FUND II L.P.
By its General Partner, OBP MANAGEMENT IV L.P.

By: /s/ Jonathan Fleming
Name:  Jonathan J. Fleming
Title:  General Partner


OBP MANAGEMENT IV L.P.

By:/s/ Jonathan Fleming
Name:  Jonathan J. Fleming
Title:  General Partner



/s/ Jeffrey T. Barnes
Jeffrey T. Barnes



/s/ Mark P. Carthy
Mark P. Carthy



/s/ Jonathan J. Fleming
Jonathan J. Fleming



/s/ Michael E. Lytton
Michael E. Lytton



/s/ Alan G. Walton
Alan G. Walton