FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Expires: February 28, 2011
Estimated average burden
hours per response...
0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Nova Tina Susan
2. Issuer Name and Ticker or Trading Symbol

GENOPTIX INC [ GXDX ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
President and CEO
(Last)          (First)          (Middle)

C/O GENOPTIX, INC., 1811 ASTON AVENUE
3. Date of Earliest Transaction (MM/DD/YYYY)

3/7/2011
(Street)

CARLSBAD, CA 92008
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ 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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   3/7/2011     D    19216   (1) D $25   25   (2) D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 of Derivative Security: 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
Employee Stock Option (right to buy)   $1.24   3/7/2011     D         5421      (3) 7/16/2016   Common Stock   5421   $23.76   0   D    

Explanation of Responses:
( 1)  Represents unvested RSUs outstanding immediately prior to the closing of the merger of GO Merger Sub, Inc. ("GO") with and into the Issuer on March 7, 2011 (the "Merger") pursuant to the Agreement and Plan of Merger, dated January 24, 2011 among the Issuer, GO and Novartis Finance Corporation (the "Merger Agreement") that were converted into an award of RSUs that is subject to the same terms and conditions as were applicable to the RSUs prior to the Merger, except that, upon the vesting of such awards the reporting person will be issued the number of shares of Novartis AG as traded on the NYSE pursuant to the formula set forth in the Merger Agreement.
( 2)  Includes 25 shares acquired under the Genoptix employee stock purchase plan on March 4, 2011.
( 3)  This option, which was fully vested, was terminated in the Merger and exchanged into the right to receive in cash the amount per share by which $25.00 exceeds the exercise price of the option, subject to any applicable tax withholdings.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Nova Tina Susan
C/O GENOPTIX, INC.
1811 ASTON AVENUE
CARLSBAD, CA 92008
X
President and CEO

Signatures
/s/ Christian V. Kuhlen, attorney-in-fact 3/7/2011
** 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 control number.
Genoptix, Inc. (MM) (NASDAQ:GXDX)
Historical Stock Chart
From Mar 2024 to Apr 2024 Click Here for more Genoptix, Inc. (MM) Charts.
Genoptix, Inc. (MM) (NASDAQ:GXDX)
Historical Stock Chart
From Apr 2023 to Apr 2024 Click Here for more Genoptix, Inc. (MM) Charts.