UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2
(Amendment No. __)
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Pharmasset, Inc. |
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(Name of Issuer) |
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Common Stock |
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(Title of Class of Securities) |
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71715N106 |
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(CUSIP Number) |
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December 31, 2007 |
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(Date of Event Which Requires Filing of this Statement) |
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Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
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o |
Rule 13d-1(b) |
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Rule 13d-1(c) |
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Rule 13d-1(d) |
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_______________ |
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* 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 coverage 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 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)
Page 1 of 5 Pages
| CUSIP No. 71715N106 |
Page 2 of 5 Pages |
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1.
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NAMES OF
REPORTING PERSONS |
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | ||
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| 3. | SEC USE ONLY | |
| 4. |
CITIZENSHIP OF PLACE OF
ORGANIZATION United States |
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Number of Shares Beneficially Owned by Each Reporting Person With |
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SOLE VOTING POWER 2,456,188 |
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SHARED VOTING POWER 51,166 |
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SOLE DISPOSITIVE
POWER 2,456,188 |
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SHARED DISPOSITIVE
POWER 51,166 |
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,507,354 |
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10.
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o |
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 11.8% |
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12.
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TYPE OF REPORTING PERSON IN |
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| CUSIP No. 71715N106 |
Page 3 of 5 Pages |
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Item 1(a). |
Name of Issuer: |
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Pharmasset, Inc. (the “Company”) |
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Item 1(b). |
Address of Issuer’s Principal Executive Offices: |
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303-A College Road East |
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Item 2(a). |
Name of Person Filing: |
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Raymond F. Schinazi |
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Item 2(b). |
Address of Principal Business Office or, if None, Residence: |
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2881
Peachtree Road, Unit # 2204 |
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Item 2(c). |
Citizenship: |
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United States |
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Item 2(d). |
Title of Class of Securities: |
Common Stock, $.001 par value
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Item 2(e) |
CUSIP Number: |
71715N106
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Item 3. |
If this Statement is Filed Pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), Check Whether the Person Filing is a: Not Applicable. |
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(a) |
o Broker or dealer registered under Section 15 of the Exchange Act. |
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(b) |
o Bank as defined in Section 3(a)(6) of the Exchange Act. |
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(c) |
o Insurance company as defined in Section 3(a)(19) of the Exchange Act. |
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(d) |
o Investment company registered under Section 8 of the Investment Company Act. |
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(e) |
o An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); |
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(f) |
o An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); |
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(g) |
o A parent holding company or control person in accordance with Rule 13d 1(b)(1)(ii)(G); |
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(h) |
o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; |
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(i) |
o A church plan that is excluded from the definition of an investment company under Section 3I(14) of the Investment Company Act; |
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(j) |
o Group, in accordance with Rule 13d-1(b)(1)(ii)(J). |
| CUSIP No. 71715N106 |
Page 4 of 5 Pages |
Item 4. Ownership.
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
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(a) |
Amount beneficially owned: |
2,507,354
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(b) |
Percent of class: |
11.8%, based upon 21,290,614 shares of common stock outstanding as of January 25, 2008, as reported in the Company’s Proxy Statement on Form DEF 14A filed on January 25, 2008.
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(c) |
Number of shares as to which such person has: |
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(i) |
Sole power to vote or to direct the vote |
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2,456,188 (1) |
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(ii) |
Shared power to vote or to direct the vote |
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51,166 (2) |
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(iii) |
Sole power to dispose or to direct the disposition of |
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2,456,188 (1) |
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(iv) |
Shared power to dispose or to direct the disposition of |
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51,166 (2) |
(1) Includes (i) 1,233,656 shares owned directly by Dr. Schinazi, (ii) 587,016 shares owned by RFS Partners, L.P. (RFS & Associates, LLC, an entity managed by Dr. Schinazi is the general partner of, and exercises investment and voting power over the shares held by, RFS Partners, L.P.), (iii) 595,516 shares owned by the Raymond F. Schinazi Qualified Annuity Trust, and (iv) 50,000 shares owned by the Schinazi Family Foundation.
(2) Dr. Schinazi may be deemed to have shared voting power and shared dispositive power with his wife with respect to these shares owned directly by her. Dr. Schinazi disclaims beneficial ownership of shares owned directly by his wife.
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable.
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Item 6. |
Ownership of More than Five Percent on Behalf of Another Person. |
Certain members of Dr. Schinazi’s family have the right to receive dividends from, or the proceeds from the sale of, shares of common stock of the Company owned by RFS Partners, L.P. and the Raymond F. Schinazi Qualified Annuity Trust.
| CUSIP No. 71715N106 |
Page 5 of 5 Pages |
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Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. |
Not Applicable.
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Item 8. |
Identification and Classification of Members of the Group. |
Not Applicable.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certifications.
Not Applicable.
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.
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February 12, 2008 |
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Date |
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/s/ Raymond F. Schinazi |
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Signature |
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Raymond F. Schinazi |
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Name/Title |
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