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Oramed Pharmaceuticals Inc.

Director's Dealing Aug 22, 2017

6965_rns_2017-08-22_8eaa6bef-24f2-42eb-8666-8f9e0e3916f1.pdf

Director's Dealing

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FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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).

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

Slager
David
1. Name and Address of Reporting Person
Mark
* 2. Issuer Name and Ticker or Trading Symbol
ORAMED
ORMP ]
PHARMACEUTICALS INC.
[
X 5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director
10% Owner
Officer (give title
Other (specify
(Last)
(First)
(Middle)
152 WEST 57TH STREET,
3. Date of Earliest Transaction (Month/Day/Year)
08/17/2017
below) below)
9TH FLOOR 4. If Amendment, Date of Original Filed (Month/Day/Year) 6. Individual or Joint/Group Filing (Check Applicable
Line)
(Street) X Form filed by One Reporting Person
NEW YORK
NY
10019
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 2A. Deemed
Execution Date,
3.
Transaction
4. Securities Acquired (A) or
Disposed Of (D) (Instr. 3, 4 and
5. Amount of
Securities
6. Ownership
Form: Direct
7. Nature
of Indirect

(Month/Day/Year) if any (Month/Day/Year) Code (Instr. 8) 5) Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) (D) or Indirect (I) (Instr. 4) Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 08/17/2017 M 112,613 A \$3.7656 1,299,436 I (1) By Regals Fund LP

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
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
Reported
Transaction(s)
(Instr. 4)
Warrant (right to
buy)
\$3.7656 08/17/2017 M 112,613 (2) 08/28/2012 08/28/2017 Common
Stock
112,613 \$1.1796 (3) 0 I By Regals
Fund LP

Explanation of Responses:

  1. Mr. Slager is Managing Member of the general partner of Regals Capital Management LP ("Regals Management"). Regals Management is the investment manager of Regals Fund LP (the "Fund"). The securities reported herein are held for the account of the Fund. Pursuant to Rule 16a-1(a)(4) under the Act, Mr. Slager disclaims beneficial ownership in the securities owned by the Fund except to the extent, if any, of his pecuniary interest therein.

  2. The number of shares underlying such warrant and the applicable exercise price reflect a one-for-twelve reverse stock split effected by the issuer on January 22, 2013.

  3. The shares and warrants were purchased as "units" at a price per unit of \$4.44 in connection with the Issuer's 2012 private placement. The consideration was allocated to the shares and warrants based on relative fair value. The value allocated to the warrants was estimated by using the Black Scholes option-pricing model.

/s/ David Slager 08/21/2017

** 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.

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