SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
Blum Robert I

(Last) (First) (Middle)
17 SHOREVIEW AVENUE

(Street)
SAN FRANCISCO CA 94121

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
04/28/2004
3. Issuer Name and Ticker or Trading Symbol
CYTOKINETICS INC [ CYTK ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP, Finance and Bus Dev, CFO
5. If Amendment, Date of Original Filed (Month/Day/Year)
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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 87,500 D
Common Stock 2,500 I Shares held by The Bridget Blum 2003 Irrevocable Trust.
Common Stock 10,000 I Shares held by The Bridget Blum 2003 Irrevocable Trust.
Common Stock 2,500 I Shares held by The Brittany Blum 2003 Irrevocable Trust.
Common Stock 10,000 I Shares held by The Brittany Blum 2003 Irrevocable Trust.
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) 04/29/1998(1) 04/29/2008 Common Stock 112,500(2) 0.1 D
Employee Stock Option (right to buy) 11/14/2000(1) 11/14/2010 Common Stock 112,500(3) 0.29 D
Employee Stock Option (right to buy) 07/10/2002(1) 07/10/2012 Common Stock 150,000(4) 0.6 D
Employee Stock Option (right to buy) 05/21/2003(1) 05/21/2013 Common Stock 37,500(5) 0.6 D
Employee Stock Option (right to buy) 12/18/2003(1) 12/18/2013 Common Stock 141,925(6) 1 D
Explanation of Responses:
1. Option immediately exercisable upon Date of Grant.
2. Shares subject to the Option shall be released from the Company's Repurchase Option per the following vesting schedule: 1/48th after one year (July 1, 1999) and 1/48th per month thereafter. Mr. Blum exercised the Option in 2000 and transferred 25,000 shares, as bonafide gifts, to his daughters' trusts in 2003 and 2004.
3. Shares subject to the Option shall be released from the Company's Repurchase Option per the following vesting schedule: 50,000 shall be released immediately on the Date of Grant (November 14, 2000) and 1/60th per month thereafter.
4. Shares subject to the Option shall be released from the Company's Repurchase Option per the following vesting schedule: 1/60th after one month (April 15, 2002) and 1/60th per month thereafter.
5. Shares subject to the Option shall be released from the Company's Repurchase Option per the following vesting schedule: 1/48th after one month (April 1, 2003) and 1/48th per month thereafter.
6. Shares subject to the Option shall be released from the Company's Repurchase Option per the following vesting schedule: 1/60th after one month (January 18, 2004) and 1/60th per month thereafter.
/s/ Robert I. Blum 04/28/2004
/s/ James H. Sabry, by power of attorney 04/28/2004
** 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 5 (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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                                POWER OF ATTORNEY

         The undersigned, as a Section 16 reporting person of Cytokinetics,
Incorporated (the "Company"), hereby constitutes and appoints James H. Sabry,
the undersigned's true and lawful attorney-in-fact to:

         1.       complete and execute Forms 3, 4 and 5 and other forms and all
                  amendments thereto as such attorney-in-fact shall in his or
                  her discretion determine to be required or advisable pursuant
                  to Section 16 of the Securities Exchange Act of 1934 (as
                  amended) and the rules and regulations promulgated thereunder,
                  or any successor laws and regulations, as a consequence of the
                  undersigned's ownership, acquisition or disposition of
                  securities of the Company; and

         2.       do all acts necessary in order to file such forms with the
                  Securities and Exchange Commission, any securities exchange or
                  national association, the Company and such other person or
                  agency as the attorney-in-fact shall deem appropriate.

         The undersigned hereby ratifies and confirms all that said
attorneys-in-fact and agents shall do or cause to be done by virtue hereof. The
undersigned acknowledges that the foregoing attorneys-in-fact, in serving in
such capacity at the request of the undersigned, are not assuming, nor is the
Company assuming, any of the undersigned's responsibilities to comply with
Section 16 of the Securities Exchange Act of 1934 (as amended).

         This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
Company and the foregoing attorneys-in-fact.

         IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 23rd day of April, 2004.



                             Signature: /s/ Robert I. Blum
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                             Print Name: Robert I. Blum
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