GALECTIN THERAPEUTICS INC — Director's Dealing 2011

Oct 6, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GALECTIN THERAPEUTICS INC (GALT)
CIK: 0001133416
Period of Report: 2011-09-30

Reporting Person: 10X Fund, L.P. (10% Owner)
Reporting Person: 10X Capital Management, LLC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-09-30	Common Stock	X	2410000	$0.5	Acquired	8862698	Indirect
2011-09-30	Common Stock	J	206724	$0.9202	Acquired	9069422	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-09-30	Class A-1 Warrant	$0.5	X	235000	Disposed	2014-09-30	Common Stock (235000)	Indirect
2011-09-30	Class A-1 Warrant	$0.5	X	310000	Disposed	2014-11-03	Common Stock (310000)	Indirect
2011-09-30	Class A-1 Warrant	$0.5	X	325000	Disposed	2014-12-08	Common Stock (325000)	Indirect
2011-09-30	Class A-1 Warrant	$0.5	X	325000	Disposed	2015-01-29	Common Stock (325000)	Indirect
2011-09-30	Class A-1 Warrant	$0.5	X	335000	Disposed	2015-03-08	Common Stock (335000)	Indirect
2011-09-30	Class A-1 Warrant	$0.5	X	310000	Disposed	2015-04-30	Common Stock (310000)	Indirect
2011-09-30	Class A-1 Warrant	$0.5	X	570000	Disposed	2015-05-10	Common Stock (570000)	Indirect

Footnotes

F1: On September 30, 2011, 10X Fund, LP exercised 2,410,000 Class A-1 Warrants, and as a result acquired 2,410,000 shares of common stock of the Issuer. The warrants were exercisable at $0.50 per share. The aggregate exercise price was $1,205,000.

F2: 10X Fund, L.P. has direct beneficial ownership of all the securities owned by 10X Fund, L.P. 10X Capital Management, LLC, a Florida limited liability company, is the general partner of 10X Fund, L.P., a Delaware limited partnership, and may be deemed to have indirect beneficial ownership of all or a portion of the securities owned directly by 10X Fund, L.P., such portion being equal to 10X Capital Management, LLC's (a) 20% interest in the profits of 10X Fund, L.P., (b) interest in any securities which are used to pay a 2% annual management fee to 10X Capital Management, LLC, and (c) interest in one-half of the Class B Warrants acquired by 10X Fund, L.P. in all closings other than the initial closing held on February 12, 2009, less one Class B Warrant which 10X Capital Management, LLC has committed to reallocate to investors in all prior closings until each such investor has one (1) additional Class B Warrant for each dollar invested.

F3: 10X Capital Management, LLC disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

F4: Dividends received on Series B Convertible Preferred Stock owned by 10X Fund, LP.