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ANI PHARMACEUTICALS INC — Director's Dealing 2013
Jun 21, 2013
31676_dirs_2013-06-21_4b1869e4-994d-4011-b85e-19c1e38087c4.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: BIOSANTE PHARMACEUTICALS INC (BPAX)
CIK: 0001023024
Period of Report: 2013-06-19
Reporting Person: PRZYBYL ARTHUR (Director, President and CEO)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2013-06-19 | Common Stock | A | 1966489 | — | Acquired | 1966489 | Indirect |
Footnotes
F1: On June 19, 2013, the issuer's wholly-owned subsidiary merged with ANIP Acquisition Company d/b/a ANI Pharmaceuticals, Inc. (ANI). Holders of ANI's series D preferred stock received shares of the issuer's common stock as merger consideration. Immediately prior to the merger, a rabbi trust established for the benefit of the reporting person had received shares of ANI series D preferred stock as a transaction bonus owed to the reporting person. The shares of ANI series D preferred stock were exchanged for shares of common stock of the issuer at closing of the merger. Beginning on August 14, 2013, shares are expected to be released ratably on a weekly basis to a broker/dealer, who will sell a portion of the shares under a 10b5-1 trading plan to be entered into by the reporting person to cover tax withholding obligations, and release the remainder to the reporting person.
F2: The initial release of the shares on August 14, 2013 may be delayed by up to 30 days at the discretion of the board of directors if it is deemed in the best interest of the issuer. The gross bonus amount for the reporting person corresponds to 1,966,489 shares of issuer common stock and the net bonus amount (after payment of tax withholding obligations) corresponds to 1,052,267 shares of issuer common stock. The closing bid price for the issuer's common stock on the NASDAQ Global Market on June 19, 2013 was $1.22 per share.