| Rule 13d-1(b) | |
|
x
|
Rule 13d-1(c) |
| Rule 13d-1(d) |
| 1. |
Name
of reporting persons.
|
| Thomas B. Akin | |
| I.R.S. Identification Nos. of above persons (entities only) | |
| 2. |
Check
the appropriate box if a member of a group
|
|
(a) o
|
|
|
(b) o
|
|
| 3. | SEC use only |
| 4. | Citizenship or place of organization. |
| United States | |
| Number of shares beneficially owned by each reporting person with | |
| 5. | Sole voting power |
|
1,888,464
(1)
|
|
| 6. |
Shared
voting power
|
|
3,534,183
(2)
|
|
| 7. |
Sole
dispositive power
|
|
1,888,464
(1)
|
|
| 8. |
Shared
dispositive power
|
|
3,534,183
(2)
|
|
| 9. |
Aggregate
amount beneficially owned by each reporting person
|
|
5,422,647
(1)
|
|
| 10. |
Check
if the aggregate amount in Row (9) excludes certain shares o
|
| 11. |
Percent
of class represented by amount in Row 9
|
|
8.6%
|
|
| 12. |
Type
of reporting person
|
|
IN
|
|
| 1. |
Name
of reporting persons.
|
| Talkot Fund, L.P. | |
| I.R.S. Identification Nos. of above persons (entities only) | |
| 91-1804621 | |
| 2. |
Check
the appropriate box if a member of a group
|
|
(a) o
|
|
|
(b) o
|
|
| 3. | SEC use only |
| 4. | Citizenship or place of organization. |
| California | |
| Number of shares beneficially owned by each reporting person with | |
| 5. | Sole voting power |
|
--
|
|
| 6. |
Shared
voting power
|
|
3,534,183
(3)
|
|
| 7. |
Sole
dispositive power
|
|
--
|
|
| 8. |
Shared
dispositive power
|
|
3,534,183
(3)
|
|
| 9. |
Aggregate
amount beneficially owned by each reporting person
|
|
3,534,183
(3)
|
|
| 10. |
Check
if the aggregate amount in Row (9) excludes certain shares o
|
| 11. |
Percent
of class represented by amount in Row 9
|
|
5.6%
|
|
| 12. |
Type
of reporting person
|
|
PN
|
|
| Item 1(a). | Name of issuer: |
| Acacia Research Corporation | |
|
Item
1(b).
|
Address
of issuer’s principal executive offices:
|
|
700 Newport Center Drive, 7th
Floor
Newport Beach, CA 92660
|
|
|
Item
2(a).
|
Names
of person filing:
|
| Thomas B. Akin; Talkot Fund, L.P. | |
|
Item
2(b).
|
Address
of principal business office:
|
|
2400 Bridgeway, Suite 300
Sausalito, CA 94965
|
|
|
Item
2(c).
|
Citizenship:
|
|
Thomas B. Akin - United States
Talkot Fund, L.P. - California
|
|
|
Item
2(d).
|
Title
of class of securities:
|
| Acacia Research - CombiMatrix Common Stock | |
|
Item
2(e).
|
CUSIP
No.:
|
| 003881208 | |
|
Item
3.
|
If
this statement is filed pursuant to Secs. 240.13d-1(b) or 240.13d-2(b)
or
(c), check whether the person filing is a:
|
|
Not
Applicable
|
|
(a)
|
o |
Broker
or dealer registered under section 15 of the Act (15 U.S.C.
78o);
|
|
|
(b)
|
o |
Bank
as defined in section 3(a)(6) of the Act (15 U.S.C.
78c);
|
|
|
(c)
|
o |
Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C.
78c);
|
|
|
(d)
|
o |
Investment
company registered under section 8 of the Investment Company Act
of 1940
(15 U.S.C. 80a-8);
|
|
|
(e)
|
o |
An
investment adviser in accordance with Sec.
240.13d-1(b)(1)(ii)(E);
|
|
|
(f)
|
o |
An
employee benefit plan or endowment fund in accordance with Sec.
240.13d-1(b)(1)(ii)(F);
|
|
|
(g)
|
o |
A
parent holding company or control person in accordance with Sec.
240.13d-1(b)(ii)(G);
|
|
|
(h)
|
o |
A
savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813);
|
|
|
(i)
|
o |
A
church plan that is excluded from the definition of an investment
company
under section 3(c) (14) of the Investment Company Act of 1940 (15
U.S.C. 80a-3);
|
|
|
(j)
|
o |
Group,
in accordance with Sec.
240.13d-1(b)(1)(ii)(J).
|
| Item 4. |
Ownership
|
|
Thomas
B. Akin; Talkot Fund, L.P.
See
Items 5-9 and 11 of cover page incorporated
herein by reference.
|
|
|
Item
5.
|
Ownership
of Five Percent or Less of a Class.
|
|
If
statement is being filed to report the fact that as of the date
hereof the
reporting person has ceased to be the beneficial owner of more
than five
percent of the class of securities,
check the following [ ].
|
|
|
Item
6.
|
Ownership
of More than 5 Percent on Behalf of Another Person
|
| Not Applicable | |
|
Item
7.
|
Identification
and Classification of the Subsidiary Which Acquired the Security
Being
Reported on by the Parent Holding Company
|
| Not Applicable | |
|
Item
8.
|
Identification
and Classification of Members of the Group
|
| Not Applicable | |
|
Item
9.
|
Notice
of Dissolution of Group
|
| Not Applicable | |
|
Item
10.
|
Certifications
|
|
By
signing below I certify that, to the best of my knowledge and belief,
the
securities referred to above were not acquired and are not held
for the
purpose of or with the effect of changing or influencing the control
of
the issuer of the securities and were not acquired and are not
held in
connection with or as a participant in any transaction having that
purpose
or effect.
|
| (1) |
Includes
137,236 shares of AR - CombiMatrix
stock issuable upon exercise of options that are currently exercisable
or
will become exercisable within 60 days of May 14, 2007, and 1,050,000
shares of AR-CombiMatrix stock issuable upon exercise of warrants
that are
currently exercisable. The calculation is based on a total of 59,569,769
shares of Acacia Research - CombiMatrix Common Stock outstanding
known by
the reporting person to be the issued and outstanding shares of
AR-CombiMatrix stock as of May 11, 2007.
|
| (2) |
Includes
1,434,183 shares of AR-CombiMatrix
stock held by Talkot Fund, L.P. and warrants held by Talkot Fund,
L.P. to
purchase 2,100,000 shares of Acacia Research - CombiMatrix Common
Stock
which are immediately exercisable. Mr. Akin serves as managing general
partner of Talkot Fund, L.P. The calculation is based on a total
of
59,569,769 shares of Acacia Research - CombiMatrix Common Stock
outstanding known by the reporting person to be the issued and outstanding
shares of AR-CombiMatrix stock as of May 11, 2007.
|
| (3) |
Includes
warrants to purchase 2,100,000 shares
of Acacia Research - CombiMatrix Common Stock which are immediately
exercisable. The calculation is based on a total of 59,569,769 shares
of
Acacia Research - CombiMatrix Common Stock outstanding known by the
reporting person to be the issued and outstanding shares of AR-CombiMatrix
stock as of May 11, 2007.
|
|
By: /s/ Thomas B.
Akin
Thomas B. Akin, General Partner
|
/s/ Thomas B.
Akin
Thomas B. Akin
|
|
By: /s/ Thomas B.
Akin
Thomas B. Akin, General Partner
|
/s/ Thomas B.
Akin
Thomas B.
Akin
|