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Armata Pharmaceuticals, Inc. — Director's Dealing 2016
Apr 12, 2016
34152_dirs_2016-04-12_cf027cb0-f56c-4670-a0ce-9eebff6fbca5.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: AmpliPhi Biosciences Corp (APHB)
CIK: 0000921114
Period of Report: 2015-03-16
Reporting Person: COOK JEREMY CURNOCK (Director)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2015-03-16 | Common Stock | P | 68455 | $8.25 | Acquired | 188455 | Indirect |
| 2016-04-08 | Common Stock | C | 208150 | — | Acquired | 396605 | Indirect |
| 2016-04-08 | Common Stock | P | 171298 | — | Acquired | 567903 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2015-03-16 | Warrant to Purchase Common Stock | $10.75 | P | 17114 | Acquired | 2020-03-16 | Common Stock (17114) | Indirect |
| 2016-04-08 | Series B Convertible Preferred Stock | $ | P | 326468 | Acquired | Common Stock (65293) | Indirect | |
| 2016-04-08 | Warrant to Purchase Common Stock | $4.05 | P | 34184 | Acquired | 2021-03-31 | Common Stock (34184) | Indirect |
| 2016-04-08 | Series B Convertible Preferred Stock | $ | C | 1040753 | Disposed | Common Stock (208150) | Indirect | |
| 2016-04-08 | Warrant to Purchase Common Stock | $7.00 | D | 35714 | Disposed | 2018-06-26 | Common Stock (35714) | Indirect |
| 2016-04-08 | Warrant to Purchase Common Stock | $4.05 | A | 35714 | Acquired | 2021-03-31 | Common Stock (35714) | Indirect |
Footnotes
F1: The shares are held by One Funds Management Limited as Trustee for Asia Pacific Healthcare Fund II ("One Funds Management"). The Reporting Person may be deemed to have shared voting and dispositive power over the shares beneficially owned by One Funds Management but disclaims such beneficial ownership, except to the extent of his pecuniary interest therein, if any.
F2: Each 5 shares of Series B Convertible Preferred Stock converted into one share of the Issuer's common stock for no additional consideration and had no expiration date
F3: The Shares were issued pursuant to a Common Stock Issuance Agreement dated April 8, 2016 (the "Agreement") between the Issuer and certain holders of the Issuer's Series B Preferred Stock (the "Holders"). As consideration for the Shares, among other things, the Holders waived their right to receive certain cash payments to which they were entitled upon the conversion of their Series B Preferred Stock and also waived certain registration rights relating to certain future registration statements or public offerings that may be filed or conducted by the Issuer.
F4: Immediately exercisable.
F5: The warrant is held by Phillip Asset Management. The Reporting Person may be deemed to have shared voting and dispositive power over the shares beneficially owned by Phillip Asset Management but disclaims such beneficial ownership, except to the extent of his pecuniary interest therein, if any.
F6: The Series B Preferred Stock has no expiration date and is convertible at any time at the option of the holder at a conversion ratio of one share of Common Stock for every 5 shares of Series B Preferred Stock.
F7: The holder agreed to the amendment of the warrant issued to it by the Issuer on June 26, 2013 in order to reduce the exercise price of such warrant from $7.00 per share to $4.05 per share and extend the expiration date thereof from June 26, 2018 to March 31, 2021.