GALECTIN THERAPEUTICS INC — Director's Dealing 2015

Jul 8, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GALECTIN THERAPEUTICS INC (GALT)
CIK: 0001133416
Period of Report: 2015-03-12

Reporting Person: Martin Rod D (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-12	Common Stock	A	1784	—	Acquired	176606	Direct
2015-04-08	Common Stock	A	26395	—	Acquired	202089	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-04-08	Stock Option (right to buy)	$6.48	D	7408	Disposed	2016-03-24	Common Stock (7408)	Direct
2015-04-08	Stock Option (right to buy)	$7.08	D	6780	Disposed	2021-06-28	Common Stock (6780)	Direct
2015-04-08	Stock Option (right to buy)	$3.59	D	16714	Disposed	2023-03-28	Common Stock (16714)	Direct
2015-04-08	Stock Option (right to buy)	$13.38	D	5204	Disposed	2024-01-21	Common Stock (5204)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2776186	Indirect

Footnotes

F1: Amount reported includes shares acquired on May 13, 2015 and previously reported on a Form 4 filed on May 15, 2015.

F2: Reporting person is a managing member of 10X Capital Management, LLC, a Florida limited liability company acting as the general partner of 10X Fund, L.P., a Delaware limited partnership, and as such, may be deemed to have indirect beneficial ownership of all or a portion of the securities owned directly by 10X Fund, L.P. Mr. Martin disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.

F3: The option vested quarterly in eight equal installments beginning May 12, 2011.

F4: The option was canceled by mutual agreement of the reporting person and Galectin Therapeutics, Inc. The reporting person received 26,395 shares of restricted common stock, reported in Table 1 of this Form 4, as consideration for the cancellation of options granted on March 24, 2011, June 28, 2011, March 28, 2013 and January 21, 2014.

F5: The option vested as to one-eighth of the shares on June 28, 2011 and thereafter quarterly in seven equal installments beginning August 12, 2011.

F6: The option vested quarterly in eight equal installments beginning on May 12, 2013.

F7: 25% of the options vested on January 21, 2014, the grant date, with the remainder vesting ratably on a monthly basis over a three year period.