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HARROW, INC. Director's Dealing 2012

Apr 28, 2012

31774_dirs_2012-04-27_5aa8f6d6-0034-4532-a02a-36df5e62b813.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Imprimis Pharmaceuticals, Inc. (IMMY)
CIK: 0001360214
Period of Report: 2011-12-12

Reporting Person: BAUM MARK L (Director, Chief Executive Officer, 10% Owner)

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 8240045 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Series A Convertible Preferred Stock $0.0017 2012-02-28 Common Stock (7498500) Indirect
Option (Right to Buy) $0.48 2022-01-24 Common Stock (625000) Direct
Option (Right to Buy) $0.9 2017-03-31 Common Stock (300000) Direct
Option (Right to Buy) $0.9 2017-03-31 Common Stock (125000) Direct
Warrants $1.185 2015-04-29 Common Stock (241308) Indirect

Footnotes

F1: DermaStar International, LLC ("DermaStar") is the direct beneficial owner of 8,240,045 shares of the Issuer's Common Stock. Mr. Baum is a managing member of DermaStar and holds an ownership interest in DermaStar and may be deemed to have voting and dispositive power over the 8,240,045 shares of Common Stock owned by DermaStar. Mr. Baum disclaims beneficial ownership over such shares.

F2: DermaStar is the direct beneficial owner of 10 shares of the Issuer's Series A Convertible Preferred Stock (the "Series A Preferred"). The Series A Preferred are convertible into a total of 7,498,500 shares of Common Stock. Mr. Baum is a managing member of DermaStar and holds an ownership interest in DermaStar and may be deemed to have voting and dispositive power over the 7,498,500 shares of Common Stock underlying the Series A Preferred owned by DermaStar. Mr. Baum disclaims beneficial ownership over such shares.

F3: The stock options, granted on January 25, 2012 and effective as of February 28, 2012, were granted pursuant to the Issuer's 2007 Stock Incentive and Awards Plan. Mr. Baum's options vest over a 1 year period at a strike price of $0.48, with 1/12 of the total number of options vesting each monthly period following the grant date of the issuance of such options. As of the date of this Form 3 filing, options to purchase 260,417 shares of the Issuer's common stock are exercisable, but no options have been exercised.

F4: The stock options, granted on April 1, 2012, were granted pursuant to the Issuer's 2007 Stock Incentive and Awards Plan. Mr. Baum's options vest over a 1 year period at a strike price of $0.90, with 75,000 options vesting immediately upon issuance, and an additional 9,375 options vesting monthly for the next twenty four months thereafter. As of the date of this Form 3 filing, options to purchase 93,750 shares of the Issuer's common stock are exercisable, but no options have been exercised.

F5: The stock options, granted on April 1, 2012, were granted pursuant to the Issuer's 2007 Stock Incentive and Awards Plan. Mr. Baum's options maintain a strike price of $0.90, and vest quarterly over a one year term with the initial 31,250 options vesting on June 30, 2012, the next 31,250 options vesting on September 30, 2012, the next 31,250 options vesting on December 31, 2012 and the final 31,250 options vesting on March 31, 2013.

F6: DermaStar is the direct beneficial owner of warrants to purchase up to 241,308 shares of the Issuer's Common Stock at an exercise price of $1.185 (the "Warrants"). The Warrants expire on the third anniversary of the issuance date. Mr. Baum is a managing member of DermaStar and holds an ownership interest in DermaStar and may be deemed to have voting and dispositive power of the Warrants and 241,308 shares of Common Stock underlying the Warrants owned by DermaStar. Mr. Baum disclaims beneficial ownership over such shares.