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ORAGENICS INC Director's Dealing 2012

Oct 25, 2012

35380_dirs_2012-10-25_e0bd22aa-dcc6-42b4-8a6f-f6ab1f65d906.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ORAGENICS INC (OGEN)
CIK: 0001174940
Period of Report: 2012-10-23

Reporting Person: KOSKI FAMILY LP (10% Owner)
Reporting Person: KOSKI CHRISTINE L (Director, 10% Owner)
Reporting Person: KOSKI BEVERLY (10% Owner)
Reporting Person: KOSKI ROBERT C (Director, 10% Owner)
Reporting Person: KOSKI THOMAS L (10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-10-23 Common Stock A 13081 Acquired 54481 Direct
2012-10-23 Common Stock A 13081 Acquired 494147 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 9767742 Direct
Common Stock 469666 Direct
Common Stock 497666 Indirect
Common Stock 10000 Indirect

Footnotes

F1: Represents the portion of an aggregate performance award of 43,081 shares made in connection with, and as part of, the previously approved long term incentive compensation component of the director compensation program adopted by the Company and pursuant to award agreements with each non-employee Company director, which included director Robert C. Koski and director Christine L. Koski. The awards were originally made under the Company's Amended and Restated 2002 Stock Option and Incentive Plan (the "Plan") and were based upon the determination that the specified performance goal related to the Company's securing financing had been achieved. The initial award determination was made on August 6, 2012, pursuant to which 30,000 shares were awarded to each of Mr. Koski and Ms. Koski. The closing price of the Company's stock on such date was $ 2.75. (Continued in footnote 2)

F2: The balance of the performance award shares due to each of Mr. Koski and Ms. Koski of 13,081 shares was subject to shareholder approval of an amendment, restatement, and retitling of the Plan as well as an increase in the shares available for awards under the Plan, which occurred at the Company's annual meeting on October 23, 2012. The closing price of the Company's stock on October 23, 2012 was $2.10.

F3: Shares owned directly by Robert C. Koski.

F4: Shares owned directly by Christine L. Koski.

F5: Shares owned directly by Koski Family Limited Partnership. Shares owned indirectly by Beverly Koski (through Koski Management, Inc. solely owned by Beverly Koski), Christine L. Koski, Robert C. Koski and Thomas L. Koski, each of whom is a general partner of the partnership or the controlling person of a corporate general partner of the partnership.

F6: Each reporting person disclaims beneficial ownership of all indirectly owned securities in excess of such reporting person's pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner for purposes of Section 16 or any other purpose.

F7: Shares owned directly by Thomas L. Koski.

F8: Shares owned by trusts of which Mr. Robert C. Koski is sole trustee. Such trusts are as follows: the Robert Clayton Koski Trust for the benefit of Anthony James Hunter (100,000 shares); the Robert Clayton Koski Trust for the benefit of Hunter Buchanan Koski (100,000 shares); the Robert Clayton Koski Trust for the benefit of Clayton Ward Bennett (100,000 shares); the Robert Clayton Koski Trust for the benefit of Robert Edward Koski (100,000 shares); and the Robert Clayton Koski Trust for the benefit of Elyse Margaux Koski (97,666 shares). Mr. Koski disclaims beneficial ownership of the shares held by the trusts except to the extent of any pecuniary interest.

F9: Shares owned indirectly by Beverly Koski (through Koski Management, Inc).