Oramed Pharmaceuticals Inc.

Regulatory Filings • Aug 7, 2021

SEC Form 4
	FORM 4	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549														OMB APPROVAL
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).					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 Number: 3235-0287 Estimated average burden hours per response: 0.5
1. Name and Address of Reporting Person* Rabinowitz Michael					2. Issuer Name and Ticker or Trading Symbol ORAMED PHARMACEUTICALS INC. [ ORMP ]									(Check all applicable) Director X below)	Officer (give title	5. Relationship of Reporting Person(s) to Issuer 10% Owner Other (specify below)
(Last) (First) (Middle) 1185 AVENUE OF THE AMERICAS, THIRD FLOOR					3. Date of Earliest Transaction (Month/Day/Year) 08/04/2021												Chief Commercial Officer
(Street) NEW YORK,	10036		4. If Amendment, Date of Original Filed (Month/Day/Year) Line) X								6. Individual or Joint/Group Filing (Check Applicable Form filed by One Reporting Person Form filed by More than One Reporting Person
(City) (State) (Zip)
			Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) Date				2. Transaction (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			6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership
								Code V		Amount		(A) or (D)	Price	Reported Transaction(s) (Instr. 3 and 4)				(Instr. 4)
Common Stock(1)				08/04/2021(2)			A			100,000 A		\$0	100,000			D
			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. 8)	Transaction Code (Instr.	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		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	or	Amount Number of Shares		Transaction(s) (Instr. 4)
Stock Option (right to	\$15.1	08/04/2021		A		100,000		(3)		08/04/2031 Common	Stock		100,000	\$0	100,000		D

Explanation of Responses:

(right to buy)

1. Represents common stock underlying Restricted Stock Units ("RSUs"). Each RSU represents a contingent right to receive one share of the Issuer's common stock.

2. The RSUs will vest as follows: 33,333 shall vest if the closing price per share of the Issuer's common stock will be \$15 for at least 20 days, 33,333 shall vest if the closing price per share of the Issuer's common stock will be \$25 for at least 20 days, and 33,334 shall vest if the Issuer consummates an arm's length licensing or other strategic transaction, that includes its phase 3 oral insulin product, for no less than

\$50,000,000 in upfront cash (including proceeds from any upfront stock equity purchase). 3. The Stock Options will vest in five installments as follows: 12,500 shall vest on December 31, 2021, 25,000 shall vest on each of December 31, 2022, December 31, 2023 and December 31, 2024, and 12,500

shall vest on August 4, 2025.

/s/ Michael Rabinowitz 08/06/2021

** 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.