NEUROBIOLOGICAL TECHNOLOGIES INC /CA/
4, 1996-07-08
PHARMACEUTICAL PREPARATIONS
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U.S. SECURITIES & EXCHANGE COMMISSION
FORM 4
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
SEC 1474 (3-91)

Filed pursuant to Section 16(a) of the Securities  Exchange Act of 1934, Section
17(c) of the Public Utility  Holding Company Act of 1935 or Section 30(f) of the
Investment Company Act of 1940.

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

OMB Number 3235-0287
Expires: February 1, 1994
Estimated average burden hours per response . . . . 0.5

1. Name and Address of Reporting Person:
Callaway, Enoch, M.D.
c/o Neurobiological Technologies
1387 Marina Way South
Richmond, CA 94804

2. Issuer Name and Ticker or Trading Symbol:
Neurobiological Technologies, Inc. (NTII)

3. IRS or Social Security Number of Reporting Person (Voluntary):
n/a

4. Statement for Month/Year:
6/96

5. If Amendment, Date of Original (Month/Year):
n/a

6. Relationship of Reporting Person to Issuer (Check All applicable)
Director

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security (Instr. 3)
Common Stock

2. Transaction Date (Month/Day/Year)
063096

3. Transaction Code (Instr. 8):
B, V

4. Securities Acquired (A) or Disposed of (D) (Instr. 3,4, and 5):
1,598 shares acquired (A) through employee stock purchase plan at price of $2.44

5. Amount of Securities Beneficially Owned at End of Month (Instr. 3 and 4)
79,084

6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
I

7. Nature of Indirect Beneficial Ownership (Instr. 4)
By Trust
<PAGE>

Reminder:  Report on a separate line for each class of  securities  beneficially
owned directly or indirectly.

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)
(Line 1) Stock Option (Right to Buy)
(Line 2) Stock Option (Right to Buy)
(Line 3) Stock Option (Right to Buy)
(Line 4) Stock Option (Right to Buy)
(Line 5) Stock Option (Right to Buy)
(Line 6) Stock Option (Right to Buy)
(Line 7) Stock Option (Right to Buy)
(Line 8) Warrant

2. Conversion or Exercise Price of Derivative Security
(Line 1) $3.73
(Line 2) $3.73
(Line 3) $3.73
(Line 4) $3.73
(Line 5) $3.73
(Line 6) $3.73
(Line 7) $3.73
(Line 8) $7.47

3. Transaction Date (Month/Day/Year)
(Line 1) (blank)
(Line 2) (blank)
(Line 3) (blank)
(Line 4) (blank)
(Line 5) (blank)
(Line 6) (blank)
(Line 7) (blank)
(Line 8) (blank)

4. Transaction Code (Instr. 8):
(Line 1) Code A, V
(Line 2) Code A, V
(Line 3) Code A, V
(Line 4) Code A, V
(Line 5) Code A, V
(Line 6) Code A, V
(Line 7) Code A, V
(Line 8) Code A, V

5. Number of Derivative  Securities Acquired (A) or Disposed of (D) (Instr. 3,4,
and 5)
(Line 1) (blank)
(Line 2) (blank)
(Line 3) (blank)
(Line 4) (blank)
(Line 5) (blank)
(Line 6) (blank)
(Line 7) (blank)
(Line 8) (blank)

6. Date Exercisable and Expiration Date (Month/Day/Year)
6a. Date Exercisable=
(Line 1) 7/90
(Line 2) 2/91
<PAGE>

(Line 3) 1/92
(Line 4) 1/93
(Line 5) 3/93
(Line 6) 12/93
(Line 7) 7/90
(Line 8) 4/92

6b. Expiration Date =
(Line 1) 7/00
(Line 2) 2/01
(Line 3) 1/02
(Line 4) 1/03
(Line 5) 3/03
(Line 6) 12/03
(Line 7) 7/00
(Line 8) 4/97

7. Title and Amount of Underlying Securities (Instr. 3 and 4):
7a. Title
(Line 1) Common Stock
(Line 2) Common Stock
(Line 3) Common Stock
(Line 4) Common Stock
(Line 5) Common Stock
(Line 6) Common Stock
(Line 7) Common Stock
(Line 8) Common Stock

7b. Amount or Number of Shares:
(Line 1) 11,786
(Line 2) 1,071
(Line 3) 1,071
(Line 4) 1,071
(Line 5) 5,357
(Line 6) 1,072
(Line 7) 4,286
(Line 8) 669

8. Price of Derivative Security (Instr. 5)
(Line 1) (blank)
(Line 2) (blank)
(Line 3) (blank)
(Line 4) (blank)
(Line 5) (blank)
(Line 6) (blank)
(Line 7) (blank)
(Line 8) (blank)

9. Number of Derivative  Securities  Beneficially  Owned at End of Month (Instr.
4):
26,383 (total)

10.  Ownership Form of Derivative  Security;  Direct (D) or Indirect (I) (Instr.
4):
(Line 1) D
(Line 2) D
(Line 3) D
(Line 4) D
(Line 5) D
(Line 6) D
(Line 7) D
(Line 8) I

<PAGE>

11. Nature of Indirect Beneficial Ownership (Instr. 4):
(Line 1) n/a
(Line 2) n/a
(Line 3) n/a
(Line 4) n/a
(Line 5) n/a
(Line 6) n/a
(Line 7) n/a
(Line 8) By Trust

Explanation of Responses:

**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 provided is insufficient, see Instruction 6 for procedure.

**Signature of Reporting Person:
Shawn Johnsons

Date: July 8, 1996

<PAGE>

U.S. SECURITIES & EXCHANGE COMMISSION
FORM 4
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
SEC 1474 (3-91)

Filed pursuant to Section 16(a) of the Securities  Exchange Act of 1934, Section
17(c) of the Public Utility  Holding Company Act of 1935 or Section 30(f) of the
Investment Company Act of 1940.

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

OMB Number 3235-0287
Expires: February 1, 1994
Estimated average burden hours per response . . . . 0.5

1. Name and Address of Reporting Person:
Johnson, Jian H.
c/o Neurobiological Technologies, Inc.
1387 Marina Way South
Richmond, CA 94804

2. Issuer Name and Ticker or Trading Symbol:
Neurobiological Technologies, Inc. (NTII)

3. IRS or Social Security Number of Reporting Person (Voluntary):
n/a

4. Statement for Month/Year:
6/96

5. If Amendment, Date of Original (Month/Year):
n/a

6. Relationship of Reporting Person to Issuer (Check All applicable)
Officer
Title: VP, Regulatory Affairs

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security (Instr. 3)
Common Stock

2. Transaction Date (Month/Day/Year)
063096

3. Transaction Code (Instr. 8):
B, V

4. Securities Acquired (A) or Disposed of (D) (Instr. 3,4, and 5):
193 shares acquired (A) through employee stock purchase plan at a price of $2.44

5. Amount of Securities Beneficially Owned at End of Month (Instr. 3 and 4):
1,091

6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4):
D

7. Nature of Indirect Beneficial Ownership (Instr. 4):
n/a
<PAGE>

Reminder:  Report on a separate line for each class of  securities  beneficially
owned directly or indirectly.

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):
(LINE 1) Stock Option (Right to Buy)
(LINE 2) Stock Option (Right to Buy)

2. Conversion or Exercise Price of Derivative Security:
(LINE 1) $3.73
(LINE 2) $3.73

3. Transaction Date (Month/Day/Year):
(LINE 1) (blank)
(LINE 2) (blank)

4. Transaction Code (Instr. 8): Code=, V
(LINE 1) A, V
(LINE 2) A, V

5. Number of Derivative  Securities Acquired (A) or Disposed of (D) (Instr. 3,4,
and 5):
(LINE 1) (blank)
(LINE 2) (blank)

6. Date Exercisable and Expiration Date (Month/Day/Year):
6a. Date Exercisable=
(LINE 1) See Note 1 below
(LINE 2) See Note 2 below

6b. Expiration Date =
(LINE 1) 111703
(LINE 2) 111703

7. Title and Amount of Underlying Securities (Instr. 3 and 4):
7a. Title:
(LINE 1) Common Stock
(LINE 2) Common Stock

7b. Amount or Number of Shares:
(LINE 1) 8,572
(LINE 2) 18,214

8. Price of Derivative Security (Instr. 5):
(LINE 1) (blank)
(LINE 2) (blank)

9. Number of Derivative  Securities  Beneficially  Owned at End of Month (Instr.
4): 
26,786 (total)

10.  Ownership Form of Derivative  Security;  Direct (D) or Indirect (I) (Instr.
4):
(LINE 1) D
(LINE 2) D

11. Nature of Indirect Beneficial Ownership (Instr. 4):
(LINE 1) n/a
(LINE 2) n/a

Explanation of Responses:

<PAGE>

Note 1:  The  right  to  exercise this option vests over a four year period from
         the date of grant, becoming fully vested in September 1996.
Note 2:  The  right  to  exercise  this option vests from the date of grant with
         respect to 12.5% of the shares covered by this option and the remainder
         of the shares vest monthly  thereafter  for four years from the date of
         grant.

**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 provided is insufficient, see Instruction 6 for procedure.

**Signature of Reporting Person: Shawn Johnsons

Date: July 8, 1996
<PAGE>

U.S. SECURITIES & EXCHANGE COMMISSION
FORM 4
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
SEC 1474 (3-91)

Filed pursuant to Section 16(a) of the Securities  Exchange Act of 1934, Section
17(c) of the Public Utility  Holding Company Act of 1935 or Section 30(f) of the
Investment Company Act of 1940.

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

OMB Number 3235-0287
Expires: February 1, 1994
Estimated average burden hours per response . . . . 0.5

1. Name and Address of Reporting Person:
Price, Jeffery S.
c/o Neurobiological Technologies
1387 Marina Way South
Richmond CA 94804

2. Issuer Name and Ticker or Trading Symbol:
Neurobiological Technologies, Inc. (NTII)

3. IRS or Social Security Number of Reporting Person (Voluntary):
(blank)

4. Statement for Month/Year:
6/96

5. If Amendment, Date of Original (Month/Year):
n/a

6. Relationship of Reporting Person to Issuer (Check All applicable):
Director, and Officer: President & Chief Executive Officer

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security (Instr. 3):
Common Stock

2. Transaction Date (Month/Day/Year):
063096

3. Transaction Code (Instr. 8):
B, V

4. Securities Acquired (A) or Disposed of (D) (Instr. 3,4, and 5):
717 shares Acquired (A) through employee stock purchase plan at a price of $2.44

5. Amount of Securities Beneficially Owned at End of Month (Instr. 3 and 4):
4,503

6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4):
D

7. Nature of Indirect Beneficial Ownership (Instr. 4):
n/a
<PAGE>

Reminder:  Report on a separate line for each class of  securities  beneficially
owned directly or indirectly.

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):
(LINE 1) Stock Option (Right to Buy)
(LINE 2) Stock Option (Right to Buy)
(LINE 3) Stock Option (Right to Buy)
(LINE 4) Stock Option (Right to Buy)
(LINE 5) Stock Option (Right to Buy)

2. Conversion or Exercise Price of Derivative Security:
(LINE 1) $2.875
(LINE 2) $2.875
(LINE 3) $3.73
(LINE 4) $3.73
(LINE 5) $3.73

3. Transaction Date (Month/Day/Year):
(LINE 1) (blank)
(LINE 2) (blank)
(LINE 3) (blank)
(LINE 4) (blank)
(LINE 5) (blank)

4. Transaction Code (Instr. 8):
(LINE 1) A, V
(LINE 2) A, V
(LINE 3) A, V
(LINE 4) A, V
(LINE 5) A, V

5. Number of Derivative  Securities Acquired (A) or Disposed of (D) (Instr. 3,4,
and 5):
(LINE 1) (blank)
(LINE 2) (blank)
(LINE 3) (blank)
(LINE 4) (blank)
(LINE 5) (blank)

6. Date Exercisable and Expiration Date (Month/Day/Year):
6a. Date Exercisable=
(LINE 1) See Note 1
(LINE 2) See Note 2
(LINE 3) See Note 3
(LINE 4) See Note 4
(LINE 5) See Note 5

6b. Expiration Date =
(LINE 1) 123104
(LINE 2) 123104
(LINE 3) 10/00
(LINE 4) 10/00
(LINE 5) 11/03

7. Title and Amount of Underlying Securities (Instr. 3 and 4):
7a. Title:
(LINE 1) Common Stock
(LINE 2) Common Stock

<PAGE>

(LINE 3) Common Stock
(LINE 4) Common Stock
(LINE 5) Common Stock

7b. Amount or Number of Shares=
(LINE 1) 11,000
(LINE 2) 22,000
(LINE 3) 53,573
(LINE 4) 24,643
(LINE 5) 136,076

8. Price of Derivative Security (Instr. 5):
(LINE 1) (blank)
(LINE 2) (blank)
(LINE 3) (blank)
(LINE 4) (blank)
(LINE 5) (blank)

9. Number of Derivative  Securities  Beneficially  Owned at End of Month (Instr.
4): 
247,292 total

10.  Ownership Form of Derivative  Security;  Direct (D) or Indirect (I) (Instr.
4):
(LINE 1) D
(LINE 2) D
(LINE 3) D
(LINE 4) D
(LINE 5) D

11. Nature of Indirect Beneficial Ownership (Instr. 4):
(LINE 1) n/a
(LINE 2) n/a
(LINE 3) n/a
(LINE 4) n/a
(LINE 5) n/a

Explanation of Responses:
Note 1:  Vests 1/3 on each of 7/1/95 and 7/1/96 and 7/1/97.
Note 2:  12/31/04, unless earlier accelerated
Note 3:  The  right  to  exercise  this  option  vests over a five-year  period,
         becoming  fully vested in October 1995.  
Note 4:  This right to exercise
         this  option  vests  over a  five-year  period  from the date of grant,
         becoming fully vested in October 1995.
Note 5:  This  right  to exercise this option  vests six months from the date of
         grant with respect to 12.5% of the shares  covered by this option,  and
         the  remainder of the shares vests monthly  thereafter  for a period of
         four years from the date of grant.

**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 provided is insufficient, see Instruction 6 for procedure.

**Signature of Reporting Person:
Shawn Johnson

Date: July 8, 1996
<PAGE>

U.S. SECURITIES & EXCHANGE COMMISSION
FORM 4
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
SEC 1474 (3-91)

Filed pursuant to Section 16(a) of the Securities  Exchange Act of 1934, Section
17(c) of the Public Utility  Holding Company Act of 1935 or Section 30(f) of the
Investment Company Act of 1940.

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

OMB Number 3235-0287
Expires: February 1, 1994
Estimated average burden hours per response . . . . 0.5

1. Name and Address of Reporting Person:
Ostrach, Michael S.
c/o Neurobiological Technologies
1387 Marina Way South
Richmond, CA 94804

2. Issuer Name and Ticker or Trading Symbol:
Neurobiological Technologies, Inc. (NTII)

3. IRS or Social Security Number of Reporting Person (Voluntary):
(blank)

4. Statement for Month/Year:
6/96

5. If Amendment, Date of Original (Month/Year):
n/a

6. Relationship of Reporting Person to Issuer (Check All applicable):
Director, and Officer: Executive VP & Chief Operating Officer

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security (Instr. 3):
Common Stock

2. Transaction Date (Month/Day/Year):
063096

3. Transaction Code (Instr. 8):
B, V

4. Securities Acquired (A) or Disposed of (D) (Instr. 3,4, and 5):
615 shares Acquired (A) through employee stock purchase plan at a price of $2.44

5. Amount of Securities Beneficially Owned at End of Month (Instr. 3 and 4):
3,366

6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4):
D

7. Nature of Indirect Beneficial Ownership (Instr. 4):
n/a
<PAGE>

Reminder:  Report on a separate line for each class of  securities  beneficially
owned directly or indirectly.

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):
(LINE 1) Stock Option (Right to Buy)
(LINE 2) Stock Option (Right to Buy)
(LINE 3) Stock Option (Right to Buy)

2. Conversion or Exercise Price of Derivative Security:
(LINE 1) $2.875
(LINE 2) $2.875
(LINE 3) $6.125

3. Transaction Date (Month/Day/Year):
(LINE 1) (blank)
(LINE 2) (blank)
(LINE 3) (blank)

4. Transaction Code (Instr. 8):
(LINE 1) A, V
(LINE 2) A, V
(LINE 3) A, V

5. Number of Derivative  Securities Acquired (A) or Disposed of (D) (Instr. 3,4,
and 5):
(LINE 1) (blank)
(LINE 2) (blank)
(LINE 3) (blank)

6. Date Exercisable and Expiration Date (Month/Day/Year):
6a. Date Exercisable=
(LINE 1) See Note 1
(LINE 2) See Note 2
(LINE 3) See Note 3

6b. Expiration Date =
(LINE 1) 123104
(LINE 2) 123104
(LINE 3) 060104

7. Title and Amount of Underlying Securities (Instr. 3 and 4):
7a. Title =
(LINE 1) Common Stock
(LINE 2) Common Stock
(LINE 3) Common Stock

7b. Amount or Number of Shares =
(LINE 1) 7,000
(LINE 2) 14,000
(LINE 3) 125,000

8. Price of Derivative Security (Instr. 5):
(LINE 1) (blank)
(LINE 2) (blank)
(LINE 3) (blank)

9. Number of Derivative  Securities  Beneficially  Owned at End of Month (Instr.
4):
146,000 total
<PAGE>

10.  Ownership Form of Derivative  Security;  Direct (D) or Indirect (I) (Instr.
4):
(LINE 1) D
(LINE 2) D
(LINE 3) D

11. Nature of Indirect Beneficial Ownership (Instr. 4):
(LINE 1) n/a
(LINE 2) n/a
(LINE 3) n/a

Explanation of Responses:
Note 1: Vests 1/3 on each of 7/1/95, 7/1/96, and 7/1/97.
Note 2: 12/31/04, unless earlier accelerated
Note 3:  The  right  to  exercise  this  option  vested  in  December  1994 with
         respect to 12.5% of the shares covered by this option,  and thereafter,
         the remainder vests monthly through June 1998.

**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 provided is insufficient, see Instruction 6 for procedure.

**Signature of Reporting Person:
Shawn Johnson

Date: July 8, 1996
<PAGE>

U.S. SECURITIES & EXCHANGE COMMISSION
FORM 4
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
SEC 1474 (3-91)

Filed pursuant to Section 16(a) of the Securities  Exchange Act of 1934, Section
17(c) of the Public Utility  Holding Company Act of 1935 or Section 30(f) of the
Investment Company Act of 1940.

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

OMB Number 3235-0287
Expires: February 1, 1994
Estimated average burden hours per response . . . . 0.5

1. Name and Address of Reporting Person:
Khosrovi, Behzad, Ph.D.
c/o Neurobiological Technologies, Inc.
1387 Marina Way South
Richmond, CA 94804

2. Issuer Name and Ticker or Trading Symbol:
Neurobiological Technologies, Inc. (NTII)

3. IRS or Social Security Number of Reporting Person (Voluntary):
(blank)

4. Statement for Month/Year:
6/96

5. If Amendment, Date of Original (Month/Year):
n/a

6. Relationship of Reporting Person to Issuer (Check All applicable):
Officer: VP, Pharmaceuticals Development

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security (Instr. 3):
Common Stock

2. Transaction Date (Month/Day/Year):
063096

3. Transaction Code (Instr. 8):
B, V

4. Securities Acquired (A) or Disposed of (D) (Instr. 3,4, and 5):
1,281 shares Acquired (A) through employee stock purchase plan at a price of
 $2.44

5. Amount of Securities Beneficially Owned at End of Month (Instr. 3 and 4):
5,520

6. Ownership Form:
D

7. Nature of Indirect Beneficial Ownership (Instr. 4):
n/a
<PAGE>

Reminder:  Report on a separate line for each class of  securities  beneficially
owned directly or indirectly.

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):
(LINE 1) Stock Option (Right to Buy)
(LINE 2) Stock Option (Right to Buy)
(LINE 3) Stock Option (Right to Buy)
(LINE 4) Stock Option (Right to Buy)

2. Conversion or Exercise Price of Derivative Security:
(LINE 1) $2.875
(LINE 2) $2.875
(LINE 3) $3.73
(LINE 4) $3.73

3. Transaction Date (Month/Day/Year):
(LINE 1) (blank)
(LINE 2) (blank)
(LINE 3) (blank)
(LINE 4) (blank)

4. Transaction Code (Instr. 8):
(LINE 1) A, V
(LINE 2) A, V
(LINE 3) A, V
(LINE 4) A, V

5. Number of Derivative  Securities Acquired (A) or Disposed of (D) (Instr. 3,4,
and 5):
(LINE 1) (blank)
(LINE 2) (blank)
(LINE 3) (blank)
(LINE 4) (blank)

6. Date Exercisable and Expiration Date (Month/Day/Year):
6a. Date Exercisable =
(LINE 1) See Note 1
(LINE 2) See Note 2
(LINE 3) See Note 3
(LINE 4) See Note 4

6b. Expiration Date =
(LINE 1) 123104
(LINE 2) 123104
(LINE 3) 2/02
(LINE 4) 11/03

7. Title and Amount of Underlying Securities (Instr. 3 and 4):
7a. Title =
(LINE 1) Common Stock
(LINE 2) Common Stock
(LINE 3) Common Stock
(LINE 4) Common Stock

7b. Amount or Number of Shares:
(LINE 1) 3,000
(LINE 2) 6,000
(LINE 3) 20,367
<PAGE>

(LINE 4) 71,788

8. Price of Derivative Security (Instr. 5):
(LINE 1) (blank)
(LINE 2) (blank)
(LINE 3) (blank)
(LINE 4) (blank)

9. Number of Derivative  Securities  Beneficially  Owned at End of Month (Instr.
4): 
101,155 total

10.  Ownership Form of Derivative  Security;  Direct (D) or Indirect (I) (Instr.
4):
(LINE 1) D
(LINE 2) D
(LINE 3) D
(LINE 4) D

11. Nature of Indirect Beneficial Ownership (Instr. 4):
(LINE 1) n/a
(LINE 1) n/a
(LINE 1) n/a
(LINE 1) n/a

Explanation of Responses:

Note 1:  Vests 1/3 on each of 7/1/95, 7/1/96, and 7/1/97
Note 2:  12/31/04, unless earlier accelerated
Note 3:  The  right  to  exercise this option vests over a four-year period from
         the date of grant, becoming fully vested in March 1996.
Note 4:  The  right  to  exercise  this option vests six months from the date of
         grant with  respect to 12.5% of the shares  covered by this  option and
         the  remainder of the shares vests  monthly  thereafter  for four years
         from the date of the grant.

**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 provided is insufficient, see Instruction 6 for procedure.

**Signature of Reporting Person:
Shawn Johnson

Date: July 8, 1996
<PAGE>

U.S. SECURITIES & EXCHANGE COMMISSION
FORM 4
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
SEC 1474 (3-91)

Filed pursuant to Section 16(a) of the Securities  Exchange Act of 1934, Section
17(c) of the Public Utility  Holding Company Act of 1935 or Section 30(f) of the
Investment Company Act of 1940.

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

OMB Number 3235-0287
Expires: February 1, 1994
Estimated average burden hours per response . . . . 0.5

1. Name and Address of Reporting Person:
Yee, Calvert Y.
c/o Neurobiological Technologies
1387 Marina Way South
Richmond, CA 94804

2. Issuer Name and Ticker or Trading Symbol:
Neurobiological Technologies, Inc. (NTII)

3. IRS or Social Security Number of Reporting Person (Voluntary):
(blank)

4. Statement for Month/Year:
6/96

5. If Amendment, Date of Original (Month/Year):
n/a

6. Relationship of Reporting Person to Issuer (Check All applicable):
Officer: VP, Operations and Administration

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security (Instr. 3):
Common Stock

2. Transaction Date (Month/Day/Year):
063096

3. Transaction Code (Instr. 8):
B, V

4. Securities Acquired (A) or Disposed of (D) (Instr. 3,4, and 5):
923 shares Acquired (A) through employee stock purchase plan at a price of $2.44

5. Amount of Securities Beneficially Owned at End of Month (Instr. 3 and 4):
3,964 total

6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4):
D

7. Nature of Indirect Beneficial Ownership (Instr. 4):
n/a
<PAGE>

Reminder:  Report on a separate line for each class of  securities  beneficially
owned directly or indirectly.

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):
(LINE 1) Stock Option (Right to Buy)
(LINE 2) Stock Option (Right to Buy)
(LINE 3) Stock Option (Right to Buy)
(LINE 4) Stock Option (Right to Buy)

2. Conversion or Exercise Price of Derivative Security:
(LINE 1) $2.875
(LINE 2) $2.875
(LINE 3) $3.73
(LINE 4) $3.73

3. Transaction Date (Month/Day/Year):
(LINE 1) (blank)
(LINE 2) (blank)
(LINE 3) (blank)
(LINE 4) (blank)

4. Transaction Code (Instr. 8):
(LINE 1) A, V
(LINE 2) A, V
(LINE 3) A, V
(LINE 4) A, V

5. Number of Derivative  Securities Acquired (A) or Disposed of (D) (Instr. 3,4,
and 5):
(LINE 1) (blank)
(LINE 2) (blank)
(LINE 3) (blank)
(LINE 4) (blank)

6. Date Exercisable and Expiration Date (Month/Day/Year)
6a. Date Exercisable=
(LINE 1) See Note 1
(LINE 2) See Note 2
(LINE 3) See Note 3
(LINE 4) See Note 4

6b. Expiration Date =
(LINE 1) 123104
(LINE 2) 123104
(LINE 3) 2/01
(LINE 4) 11/03

7. Title and Amount of Underlying Securities (Instr. 3 and 4):
7a. Title:
(LINE 1) Common Stock
(LINE 2) Common Stock
(LINE 3) Common Stock
(LINE 4) Common Stock

7b. Amount or Number of Shares:
(LINE 1) 3,000
(LINE 2) 6,000
(LINE 3) 21,429
<PAGE>

(LINE 4) 70,716

8. Price of Derivative Security (Instr. 5):
(LINE 1) (blank)
(LINE 2) (blank)
(LINE 3) (blank)
(LINE 4) (blank)

9. Number of Derivative  Securities  Beneficially  Owned at End of Month (Instr.
4): 
101,145 total

10.  Ownership Form of Derivative  Security;  Direct (D) or Indirect (I) (Instr.
4):
(LINE 1) D
(LINE 2) D
(LINE 3) D
(LINE 4) D

11. Nature of Indirect Beneficial Ownership (Instr. 4):
(LINE 1) n/a
(LINE 2) n/a
(LINE 3) n/a
(LINE 4) n/a

Explanation of Responses:
Note 1:  Vests 1/3 on each of 7/1/95 and 7/1/96 and 7/1/97.
Note 2:  12/31/04, unless earlier accelerated
Note 3:  The  right  to  exercise this option vests over a five year period from
         the date of grant, becoming fully vested in March 1996.
Note 4:  The  right  to  exercise  this option vests six months from the date of
         grant with respect to 12.5% of the shares  covered by this option,  and
         the  remainder of the shares vests monthly  thereafter  for a period of
         four years from the date of grant.

**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 provided is insufficient, see Instruction 6 for procedure.

**Signature of Reporting Person:
Shawn Johnson

Date: July 8, 1996
<PAGE>

U.S. SECURITIES & EXCHANGE COMMISSION
FORM 4
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
SEC 1474 (3-91)

Filed pursuant to Section 16(a) of the Securities  Exchange Act of 1934, Section
17(c) of the Public Utility  Holding Company Act of 1935 or Section 30(f) of the
Investment Company Act of 1940.

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

OMB Number 3235-0287
Expires: February 1, 1994
Estimated average burden hours per response . . . . 0.5

1. Name and Address of Reporting Person:
Johnson, Shawn
c/o Neurobiological Technologies, Inc.
1387 Marina Way South
Richmond, CA 94804

2. Issuer Name and Ticker or Trading Symbol:
Neurobiological Technologies, Inc. (NTII)

3. IRS or Social Security Number of Reporting Person (Voluntary):
n/a

4. Statement for Month/Year:
6/96

5. If Amendment, Date of Original (Month/Year):
n/a

6. Relationship of Reporting Person to Issuer (Check All applicable):
Officer: Director of Finance

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security (Instr. 3):
Common Stock

2. Transaction Date (Month/Day/Year)
063096

3. Transaction Code (Instr. 8):
B, V

4. Securities Acquired (A) or Disposed of (D) (Instr. 3,4, and 5):
1,568 shares acquired (A) through employee stock purchase plan at a price of 
$3.19

5. Amount of Securities Beneficially Owned at End of Month (Instr. 3 and 4):
1,568

6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4):
D

7. Nature of Indirect Beneficial Ownership (Instr. 4):
n/a
<PAGE>

Reminder:  Report on a separate line for each class of  securities  beneficially
owned directly or indirectly.

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):
Option to Purchase Common Stock (Right to Buy)

2. Conversion or Exercise Price of Derivative Security
$5.00

3. Transaction Date (Month/Day/Year)
(blank)

4. Transaction Code (Instr. 8):
A, V

5. Number of Derivative  Securities Acquired (A) or Disposed of (D) (Instr. 3,4,
and 5)
(blank)

6. Date Exercisable and Expiration Date (Month/Day/Year)
Date Exercisable= See Note 1
Expiration Date = 080105

7. Title and Amount of Underlying Securities (Instr. 3 and 4):
Title = Common Stock
Amount or Number of Shares = 20,000

8. Price of Derivative Security (Instr. 5)
(blank)

9. Number of Derivative  Securities  Beneficially  Owned at End of Month (Instr.
4):
20,000

10. Ownership Form of Derivative Security:
Direct (D)

11. Nature of Indirect Beneficial Ownership (Instr. 4):
n/a

Explanation of Responses:

Note 1:  The right  to  exercise  this  option vests six months from the date of
         grant with  respect to 12.5% of the shares  covered by this  option and
         and the remainder of the shares vest monthly thereafter four years from
         the date of grant.

**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 provided is insufficient, see Instruction 6 for procedure.

**Signature of Reporting Person:
Shawn Johnson

Date: July 8, 1996



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