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GALECTIN THERAPEUTICS INC — Director's Dealing 2011
Jul 5, 2011
33422_dirs_2011-07-05_67831108-5067-415b-836e-85bdfd81af7b.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: GALECTIN THERAPEUTICS INC (GALT)
CIK: 0001133416
Period of Report: 2011-03-31
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 |
|---|---|---|---|---|---|---|---|
| 2011-03-31 | Common Stock | J | 380475 | $1.04 | Acquired | 2482223 | Indirect |
| 2011-06-30 | Common Stock | J | 380475 | $1.22 | Acquired | 2862698 | Indirect |
| 2011-06-30 | Common Stock | X | 3590000 | $1.22 | Acquired | 6452698 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2011-06-30 | Class A-1 Warrant | $0.05 | X | 1800000 | Disposed | 2014-02-12 | Common Stock (1800000) | Indirect |
| 2011-06-30 | Class A-1 Warrant | $0.05 | X | 900000 | Disposed | 2014-05-13 | Common Stock (900000) | Indirect |
| 2011-06-30 | Class A-1 Warrant | $0.05 | X | 500000 | Disposed | 2014-06-30 | Common Stock (500000) | Indirect |
| 2011-06-30 | Class A-1 Warrant | $0.05 | X | 300000 | Disposed | 2014-08-12 | Common Stock (300000) | Indirect |
| 2011-06-30 | Class A-1 Warrant | $0.05 | X | 90000 | Disposed | 2014-09-30 | Common Stock (90000) | Indirect |
Footnotes
F1: Received as a divdend on Series B Convertible Preferred Stock owned by 10X Fund, LP
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: On June 30, 2011, 10X Fund, LP exercised 3,590,000 Class A-1 Warrants, and as a result acquired 3,590,000 shares of common stock of the Issuer. The warrants were exercisable at $0.05 per share. The aggregate exercise price was $1,795,000.