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*
Longitude Venture Partners LP

(Last) (First) (Middle)
C/O LONGITUDE CAPITAL PARTNERS, LLC
3000 SAND HILL ROAD, BUILDING 1, SUITE 2

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CORCEPT THERAPEUTICS INC [ CORT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/13/2008
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
Common Stock(1) 11/11/2008 A 349,425 A $1.45 3,879,875 D(2)
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
1. Name and Address of Reporting Person*
Longitude Venture Partners LP

(Last) (First) (Middle)
C/O LONGITUDE CAPITAL PARTNERS, LLC
3000 SAND HILL ROAD, BUILDING 1, SUITE 2

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Longitude Capital Partners, LLC

(Last) (First) (Middle)
3000 SAND HILL ROAD, BUILDING 1, SUITE 2

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Longitude Capital Associates, L.P.

(Last) (First) (Middle)
C/O LONGITUDE CAPITAL PARTNERS, LLC
3000 SAND HILL ROAD, BUILDING 1, SUITE 2

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Tammenoms Bakker Juliet

(Last) (First) (Middle)
C/O LONGITUDE CAPITAL PARTNERS, LLC
3000 SAND HILL ROAD, BUILDING 1, SUITE 2

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
Explanation of Responses:
1. The shares of common stock were acquired by Longitude Venture Partners, L.P. ("LVP") from the issuer pursuant to that certain Amendment to Registration Rights Agreement dated November 11, 2008 in full satisfaction of cash liquidated damages owed to LVP under that certain Registration Rights Agreement dated as of March 14, 2008. The shares of common stock were valued at $1.45 per share, the closing market price of the common stock on the NASDAQ Capital Market on November 11, 2008.
2. This report is filed jointly by Longitude Capital Partners, LLC ("Longitude Capital"), Longitude Capital Associates, L.P. ("LCA"), LVP and Juliet Tammenoms Bakker, all of whom share beneficial ownership of more than 10% of the capital stock of the Issuer. LVP may also be deemed a director by virtue of its right to nominate a representative to serve on the Issuer's Board of Directors. Patrick G. Enright currently serves as LVP's representative on the Issuer's Board of Directors. Each of Longitude Capital, LCA and Ms. Tammenoms Bakker disclaims beneficial ownership of all securities except to the extent of their respective pecuniary interest therein.
Juliet Tammenoms Bakker, Managing Member of Longitude Capital Partners, LLC 11/13/2008
** 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.
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Exhibit 99.1

Form 4 Joint Filer Information

Name:
Longitude Capital Management, LLC
Address:
3000 Sand Hill Road
Building 1, Suite 230
Menlo Park, CA  94025
Designated Filer:
Longitude Venture Partners, L.P.
Issuer & Ticker Symbol:
Corcept Therapeutics Incorporated (CORT)
Date of Event Requiring Statement:
November 11, 2008
Signature:
By: /s/ Juliet Tammenoms Bakker


Name:
Longitude Capital Associates, L.P.
Address:
3000 Sand Hill Road
Building 1, Suite 230
Menlo Park, CA  94025
Designated Filer:
Longitude Venture Partners, L.P.
Issuer & Ticker Symbol:
Corcept Therapeutics Incorporated (CORT)
Date of Event Requiring Statement:
November 11, 2008
Signature:
By: /s/ Juliet Tammenoms Bakker




Name:
Juliet Tammenoms Bakker
Address:
3000 Sand Hill Road
Building 1, Suite 230
Menlo Park, CA  94025
Designated Filer:
Longitude Venture Partners, L.P.
Issuer & Ticker Symbol:
Corcept Therapeutics Incorporated (CORT)
Date of Event Requiring Statement:
November 11, 2008
Signature:
By: /s/ Juliet Tammenoms Bakker