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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1 )*
Pharmacyclics, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
716933106
(CUSIP Number)
Check the following box if a fee is being paid with the statement /_/. (A fee is
not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1 and (2); has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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CUSIP No. 716933106 13G Page 2 of 16 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Venrock Associates
I.R.S. #13-6300995
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) /X/
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
New York, U.S.A.
5 SOLE VOTING POWER
NUMBER OF 0
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 201,831
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 0
WITH
8 SHARED DISPOSITIVE POWER
201,831
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
201,831
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
2.36%
12 TYPE OF REPORTING PERSON*
PN
*SEE INSTRUCTION BEFORE FILLING OUT!
Page 2 of 16 pages
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CUSIP No. 716933106 13G Page 3 of 16 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Venrock Associates II, L.P.
I.R.S. #13-3844754
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) /X/
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
New York, U.S.A.
5 SOLE VOTING POWER
NUMBER OF 0
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 90,488
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 0
WITH
8 SHARED DISPOSITIVE POWER
90,488
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
90,488
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.06%
12 TYPE OF REPORTING PERSON*
PN
*SEE INSTRUCTION BEFORE FILLING OUT!
Page 3 of 16 pages
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CUSIP No. 716933106 13G Page 4 of 16 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Peter O. Crisp
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) /X/
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
5 SOLE VOTING POWER
NUMBER OF 37,121
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 292,319
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 37,121
WITH
8 SHARED DISPOSITIVE POWER
292,319
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
329,440
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.85%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
Page 4 of 16 pages
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CUSIP No. 716933106 13G Page 5 of 16 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Anthony B. Evnin
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) /X/
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
5 SOLE VOTING POWER
NUMBER OF 32,949
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 292,319
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 32,949
WITH
8 SHARED DISPOSITIVE POWER
292,319
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
325,268
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.80%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
Page 5 of 16 pages
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CUSIP No. 716933106 13G Page 6 of 16 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
David R. Hathaway
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) /X/
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
5 SOLE VOTING POWER
NUMBER OF 35,538
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 292,319
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 35,538
WITH
8 SHARED DISPOSITIVE POWER
292,319
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
327,857
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.83%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
Page 6 of 16 pages
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CUSIP No. 716933106 13G Page 7 of 16 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Patrick F. Latterell
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) /X/
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
5 SOLE VOTING POWER
NUMBER OF 56,715
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 292,319
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 56,715
WITH
8 SHARED DISPOSITIVE POWER
292,319
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
349,034
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.08%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
Page 7 of 16 pages
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CUSIP No. 716933106 13G Page 8 of 16 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Ted H. McCourtney
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) /X/
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
5 SOLE VOTING POWER
NUMBER OF 38,999
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 292,319
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 38,999
WITH
8 SHARED DISPOSITIVE POWER
292,319
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
331,318
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.88%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
Page 8 of 16 pages
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CUSIP No. 716933106 13G Page 9 of 16 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Ray A. Rothrock
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) /X/
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
5 SOLE VOTING POWER
NUMBER OF 5,080
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 292,319
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 5,080
WITH
8 SHARED DISPOSITIVE POWER
292,319
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
297,399
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.48%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
Page 9 of 16 pages
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CUSIP No. 716933106 13G Page 10 of 16 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Kimberly A. Rummelsburg
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) /X/
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
5 SOLE VOTING POWER
NUMBER OF 0
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 296,415
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 0
WITH
8 SHARED DISPOSITIVE POWER
296,415
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
296,415
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.47%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
Page 10 of 16 pages
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CUSIP No. 716933106 13G Page 11 of 16 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Anthony Sun
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) /X/
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
5 SOLE VOTING POWER
NUMBER OF 0
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 328,104
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 0
WITH
8 SHARED DISPOSITIVE POWER
328,104
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
328,104
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.84%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
Page 11 of 16 pages
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Introduction: This Amendment No. 1 amends a Statement on
Schedule 13G (the "Schedule") filed with the Securities and Exchange Commission
on February 13, 1996 on behalf of Venrock Associates, a limited partnership
organized under the laws of the State of New York, Venrock Associates II, L.P.,
a limited partnership organized under the laws of the State of New York, Peter
O. Crisp, Anthony B. Evnin, David R. Hathaway, Patrick F. Latterell, Ted H.
McCourtney, Kimberley A. Rummelsburg and Anthony Sun in respect of shares of
Common Stock of Pharmacyclics, Inc.
The Schedule is amended as follows:
Item 1(a) Name of Issuer
Pharmacyclics, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices
995 E. Arques Avenue
Sunnyvale, California 94086-4593
Item 2(a) Name of Person Filing
Venrock Associates ("Venrock")
Venrock Associates II, L.P. ("Venrock II")
Peter O. Crisp
Anthony B. Evnin
David R. Hathaway
Patrick F. Latterell
Ted H. McCourtney
Ray A. Rothrock
Kimberley A. Rummelsburg
Anthony Sun
Item 2(b) Address of Principal Business Office or, if none, Residence
30 Rockefeller Plaza
Room 5508
New York, New York 10112
Item 2(c) Citizenship
Venrock and Venrock II are limited partnerships organized in
the State of New York. Peter O. Crisp, Anthony B. Evnin, David
R. Hathaway, Patrick F. Latterell, Ted H. McCourtney, Ray A.
Rothrock, Kimberley A. Rummelsburg and Anthony Sun are General
Partners of Venrock and Venrock II and all are citizens of the
United States of America.
Item 2(d) Title of Class of Securities
Common Stock
Item 2(e) CUSIP Number
716933106
Item 3 Not applicable.
Page 12 of 16 pages
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Item 4 Ownership
(a) and (b)
Venrock beneficially owns 201,831 shares or 2.36% of the
outstanding shares of common stock. Venrock II beneficially
owns 90,488 shares or 1.06% of the outstanding shares of
common stock.
Peter O. Crisp beneficially owns 329,440 shares or 3.85% of
the outstanding shares of common stock. Anthony B. Evnin
beneficially owns 326,268 shares or 3.80% of the outstanding
shares of common stock. David R. Hathaway beneficially owns
327,857 shares or 3.83% of the outstanding shares of common
stock. Patrick F. Latterell beneficially owns 349,034 shares
or 4.08% of the outstanding shares of common stock. Ted H.
McCourtney beneficially owns 331,318 shares or 3.88% of the
outstanding shares of common stock. Ray A. Rothrock
beneficially owns 297,399 shares or 3.48% of the outstanding
shares of common stock. Kimberley A. Rummelsburg beneficially
owns 296,415 shares or 3.47% of the outstanding shares of
common stock. Anthony Sun beneficially owns 328,104 shares or
3.84 % of the outstanding shares of common stock.
(c)
Venrock has shared voting and dispositive power over 201,831
shares of common stock. Venrock II has shared voting and
dispositive power over 90,488 shares of common stock. Peter O.
Crisp has sole voting and dispositive power over 37,121 shares
of common stock and shared voting and dispositive power over
292,319 shares of common stock. Anthony B. Evnin has sole
voting and dispositive power over 32,949 shares of common
stock and shared voting and dispositive power over 292,319
shares of common stock. David R. Hathaway has sole voting and
dispositive power over 35,538 shares of common stock and
shared voting and dispositive power over 292,319. Patrick F.
Latterell has sole voting and dispositive power over 56,715
shares of common stock and shared voting and dispositive power
over 292,319 shares of common stock. Ted H. McCourtney has
sole voting and dispositive power over 38,999 shares of common
stock and shared voting and dispositive power over 292,319
shares of common stock. Ray A. Rothrock has sole voting and
dispositive power over 5,080 shares of common stock and shared
voting and dispositive power over 292,319 shares of common
stock. Kimberley A. Rummelsburg has shared voting and
dispositive power over 296,415 shares of common stock. Anthony
Sun has shared voting and dispositive power over 328,104
shares of common stock.
Item 5 Ownership of Five Percent or Less of a Class
This Amendment No. 1 to the Schedule is being filed to report
the fact that each of the reporting persons has ceased to be
the beneficial owner of more than five percent of the
outstanding shares of common stock.
Item 6 Ownership of More than Five Percent on Behalf of Another
Person.
No person, other than the General Partners of Venrock
and Venrock II, has the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the
sale of, the shares of common stock owned by Venrock and
Venrock II.
Item 7 Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company
Not applicable.
Page 13 of 16 pages
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Item 8 Identification and Classification of Members of the Group
This schedule is being filed pursuant to Rule 13d-1(c). The
identities of the eight General Partners of Venrock and
Venrock II are stated in Item 2.
Item 9 Notice of Dissolution of Group
Not applicable.
Item 10 Certification
Not applicable.
Page 14 of 16 pages
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.
February 14, 1997 VENROCK ASSOCIATES
By: /s/ Ted H. McCourtney
------------------------------------
Ted H. McCourtney
General Partner
February 14, 1997 VENROCK ASSOCIATES II, L.P.
By: /s/ Ted H. McCourtney
------------------------------------
Ted H. McCourtney
General Partner
February 14, 1997 GENERAL PARTNERS
/s/ Peter O. Crisp
------------------------------------
Peter O. Crisp
/s/ Anthony B. Evnin
------------------------------------
Anthony B. Evnin
/s/ David R. Hathaway
------------------------------------
David R. Hathaway
/s/ Patrick F. Latterell
------------------------------------
Patrick F. Latterell
/s/ Ted H. McCourtney
------------------------------------
Ted H. McCourtney
/s/ Ray A. Rothrock
------------------------------------
Ray A. Rothrock
/s/ Kimberley A. Rummelsburg
------------------------------------
Kimberley A. Rummelsburg
/s/ Anthony Sun
------------------------------------
Anthony Sun
<PAGE>
Exhibit 1
AGREEMENT
Pursuant to Rule 13d-1(f) promulgated pursuant to the
Securities Exchange Act of 1934, as amended, the undersigned agree that the
attached Schedule 13G is being filed on behalf of each of the undersigned.
February 14, 1997 VENROCK ASSOCIATES
By: /s/ Ted H. McCourtney
-------------------------------------
Ted H. McCourtney
General Partner
February 14, 1997 VENROCK ASSOCIATES II, L.P.
By: /s/ Ted H. McCourtney
-----------------------------------
Ted H. McCourtney
General Partner
February 14, 1997 GENERAL PARTNERS
/s/ Peter O. Crisp
-----------------------------------
Peter O. Crisp
/s/ Anthony B. Evnin
-----------------------------------
Anthony B. Evnin
/s/ David R. Hathaway
-----------------------------------
David R. Hathaway
/s/ Patrick F. Latterell
-----------------------------------
Patrick F. Latterell
/s/ Ted H. McCourtney
-----------------------------------
Ted H. McCourtney
/s/ Ray A. Rothrock
-----------------------------------
Ray A. Rothrock
/s/ Kimberley A. Rummelsburg
-----------------------------------
Kimberley A. Rummelsburg
/s/ Anthony Sun
-----------------------------------
Anthony Sun
