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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 		 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
CURRY ROBERT E
(Last) (First) (Middle)
C/O THE SPROUT GROUP 3000 SAND HILL ROAD
BUILDING 1, SUITE 170
(Street)
MENLO PARK CA 94025
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
XCYTE THERAPIES INC [ XCYT ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
03/19/2004
4. 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 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 03/19/2004 C 10,670 A $0 0 I See Footnotes(1)(2)
Common Stock 03/19/2004 C 478,466 A $0 0 I See Footnotes(1)(3)
Common Stock 03/19/2004 C 99,172 A $0 0 I See Footnotes(1)(4)
Common Stock 03/19/2004 C 207,805 A $0 0 I See Footnotes(1)(5)
Common Stock 03/19/2004 C 58,861 A $0 0 I See Footnotes(1)(6)
Common Stock 03/19/2004 C 64,741 A $0 0 I See Footnotes(1)(7)
Common Stock 03/19/2004 C 660 A $0 0 I See Footnotes(1)(8)
Common Stock 03/19/2004 C 35,360 A $0 0 I See Footnotes(1)(9)
Common Stock 03/19/2004 C 5,229 A $0 960,964 I See Footnotes(1)(10)
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
Convertible Promissory Note $9.625 03/19/2004 C 10,670 (12) 03/19/2004 Common Stock 10,670 $9.625 0 I See Footnotes(1)(2)
Series A Convertible Preferred Stock (11) 03/19/2004 C 478,466 (12) 03/19/2004 Common Stock 478,466 $5.225 0 I See Footnotes(1)(3)
Series B Convertible Preeferred Stock (11) 03/19/2004 C 99,172 (12) 03/19/2004 Common Stock 99,172 $6.05 0 I See Footnotes(1)(4)
Series C Convertible Preferred Stock (11) 03/19/2004 C 207,805 (12) 03/19/2004 Common Stock 207,805 $9.185 0 I See Footnotes(1)(5)
Series D Convertible Preferred Stock (11) 03/19/2004 C 58,861 (12) 03/19/2004 Common Stock 58,861 $15.29 0 I See Footnotes(1)(6)
Series E Convertible Preferred Stock (11) 03/19/2004 C 64,741 (12) 03/19/2004 Common Stock 64,741 $15.29 0 I See Footnotes(1)(7)
Series F Convertible Preferred Stock (11) 03/19/2004 C 660 (12) 03/19/2004 Common Stock 660 $15.29 0 I See Footnotes(1)(8)
Common Stock Warrant (Right to Buy) $0.055 03/19/2004 X 35,360 (12) 03/19/2004 Common Stock 35,360 $0.055 0 I See Footnotes(1)(9)
Common Stock Warrant (Right to Buy) $1.65 03/19/2004 X 5,229 (12) 03/19/2004 Common Stock 5,229 $1.65 0 I See Footnotes(1)(10)
Explanation of Responses:
1. See Attachment
2. See Attachment
3. See Attachment
4. See Attachment
5. See Attachment
6. See Attachment
7. See Attachment
8. See Attachment
9. See Attachment
10. See Attachment
11. 1-for-1
12. Immediately
/s/ Joanna Lin Black, as Attorney-in-Fact for Robert E. Curry 03/23/2004
** 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 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 Number.
rrd29106_32995.html 
Attachment A
EXPLANATION TO RESPONSES:


- ------------------------- ------------------------------- -----------------
Reporting Person          Issuer Name and Ticker Symbol   Statement for
                                                          MM/DD/YY
- ------------------------- ------------------------------- -----------------
Robert E. Curry           Xcyte Therapies, Inc. (XCYT)    3/19/04
c/o The Sprout Group
3000 Sand Hill Road
Building 1, Suite 170
Menlo Park, CA  94025
- ------------------------- ------------------------------- -----------------

(1)  Sprout Capital VII, L.P. ("Sprout VII"), Sprout CEO Fund, L.P. ("Sprout
     CEO"), DLJ First ESC, L.P. ("ESC") and Sprout Plan Investors, L.P. ("Plan
     Investors") are Delaware limited partnerships. DLJ Capital Corporation
     ("DLJCC") is also the general partner of Sprout CEO and the managing
     general partner of Sprout VII and, as such, is responsible for their
     day-to-day management. DLJCC makes all of the investment decisions on
     behalf of Sprout VII and Sprout CEO. DLJ Associates VII, L.P. ("Associates
     VII"), a Delaware limited partnership, is a general partner of Sprout VII
     and in accordance with the terms of the relevant partnership agreement,
     does not participate in investment decisions made on behalf of Sprout VII.
     DLJ Capital Associates VII, Inc. ("DLJCA VII"), a Delaware corporation and
     wholly-owned subsidiary of CSFB-USA, is the managing general partner of
     Associates VII. DLJ LBO Plans Management Corporation ("DLJLBO"), a Delaware
     corporation, is the general partner of ESC and, as such, is responsible for
     its day-to-day management. DLJLBO makes all of the investment decisions on
     behalf of ESC. DLJ LBO Plans Management Corporation II ("DLJLBOII"), a
     Delaware corporation, is the general partner of Plan Investors and, as
     such, is responsible for its day-to-day management. DLJLBOII makes all of
     the investment decisions on behalf of Plan Investors. DLJLBO and DLJLBOII
     are wholly-owned subsidiaries of Credit Suisse First Boston Private Equity,
     Inc. ("CSFBPE"), a Delaware corporation, which, in turn, is a wholly-owned
     subsidiary of CSFB-USA.

(2)  Includes 213 shares of Common Stock, upon conversion of convertible
     promissory notes held of record by DLJ Capital Corporation, 1,067 shares of
     Common Stock, upon conversion of convertible promissory notes held of
     record by Sprout Plan Investors, L.P., 9,283 shares of Common Stock, upon
     conversion of convertible promissory notes held of record by Sprout Capital
     VII, L.P. and 107 shares of Common Stock, upon conversion of convertible
     promissory notes held of record by Sprout CEO Fund, L.P., all of which
     convertible promissory notes were converted to Common Stock upon the
     closing of the issuer's initial public offering. Dr. Curry disclaims
     beneficial ownership of shares held by these entities except to the extent
     of his pecuniary interest therein.

(3)  Includes 9,569 shares of Series A Convertible Preferred Stock held of
     record by DLJ Capital Corporation., 47,846 shares of Series A Convertible
     Preferred Stock held of record by DLJ First ESC., L.P., 416,217 shares of
     Series A Convertible Preferred Stock held of record by Sprout Capital VII,
     L.P., and 4,834 shares of Series A Preferred Convertible Stock held of
     record by Sprout CEO Fund, L.P., all of which shares automatically
     converted to Common Stock upon the closing of the issuer's initial public
     offering. Dr. Curry disclaims beneficial ownership of shares held by these
     entities except to the extent of his pecuniary interest therein.

(4)  Includes 1,983 shares of Series B Convertible Preferred Stock held of
     record by DLJ Capital Corporation., 9,917 shares of Series B Convertible
     Preferred Stock held of record by DLJ First ESC., L.P., 86,270 shares of
     Series B Convertible Preferred Stock held of record by Sprout Capital VII,
     L.P., and 1,002 shares of Series B Preferred Convertible Stock held of
     record by Sprout CEO Fund, L.P., all of which shares automatically
     converted to Common Stock upon the closing of the issuer's initial public
     offering. Dr. Curry disclaims beneficial ownership of shares held by these
     entities except to the extent of his pecuniary interest therein.


(5)  Includes 4,156 shares of Series C Convertible Preferred Stock held of
     record by DLJ Capital Corporation., 20,780 shares of Series C Convertible
     Preferred Stock held of record by DLJ First ESC., L.P., 180,770 shares of
     Series C Convertible Preferred Stock held of record by Sprout Capital VII,
     L.P., and 2,099 shares of Series C Preferred Convertible Stock held of
     record by Sprout CEO Fund, L.P., all of which shares automatically
     converted to Common Stock upon the closing of the issuer's initial public
     offering. Dr. Curry disclaims beneficial ownership of shares held by these
     entities except to the extent of his pecuniary interest therein.

(6)  Includes 1,177 shares of Series D Convertible Preferred Stock held of
     record by DLJ Capital Corporation., 5,886 shares of Series D Convertible
     Preferred Stock held of record by DLJ First ESC., L.P., 51,204 shares of
     Series D Convertible Preferred Stock held of record by Sprout Capital VII,
     L.P., and 594 shares of Series D Preferred Convertible Stock held of record
     by Sprout CEO Fund, L.P., all of which shares automatically converted to
     Common Stock upon the closing of the issuer's initial public offering. Dr.
     Curry disclaims beneficial ownership of shares held by these entities
     except to the extent of his pecuniary interest therein.

(7)  Includes 1,308 shares of Series E Convertible Preferred Stock held of
     record by DLJ Capital Corporation., 6,540 shares of Series E Convertible
     Preferred Stock held of record by DLJ First ESC., L.P., and 56,893 shares
     of Series E Convertible Preferred Stock held of record by Sprout Capital
     VII, L.P., all of which shares automatically converted to Common Stock upon
     the closing of the issuer's initial public offering. Dr. Curry disclaims
     beneficial ownership of shares held by these entities except to the extent
     of his pecuniary interest therein.

(8)  Includes 660 shares of Series F Convertible Preferred Stock held of record
     by Sprout CEO Fund, L.P., all of which shares automatically converted to
     Common Stock upon the closing of the issuer's initial public offering. Dr.
     Curry disclaims beneficial ownership of shares held by these entities
     except to the extent of his pecuniary interest therein.

(9)  Includes 707 shares of Common Stock issuable upon exercise of warrants held
     of record by DLJ Capital Corporation, 3,535 shares of Common Stock issuable
     upon exercise of warrants held of record by DLJ First ESC, L.P., 30,762
     shares of Common Stock issuable upon exercise of warrants held of record by
     Sprout Capital VII, L.P. and 356 shares of Common Stock issuable upon the
     exercise of warrants held of record by Sprout CEO Fund, L.P., all of which
     warrants were exercised upon the closing of the issuer's initial public
     offering through a net exercise feature at the initial public offering
     price.

(10) Includes 103 shares of Common Stock issuable upon exercise of warrants held
     of record by DLJ Capital Corporation, 523 shares of Common Stock issuable
     upon exercise of warrants held of record by DLJ First ESC, L.P., 4,551
     shares of Common Stock issuable upon exercise of warrants held of record by
     Sprout Capital VII, L.P. and 52 shares of Common Stock issuable upon the
     exercise of warrants held of record by Sprout CEO Fund, L.P., all of which
     warrants were exercised upon the closing of the issuer's initial public
     offering through a net exercise feature at the initial public offering
     price.