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ORAGENICS INC — Director's Dealing 2012
Aug 2, 2012
35380_dirs_2012-08-02_8c65f7b5-d8fb-446e-b06c-1189db5b03f0.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: ORAGENICS INC (ORNI)
CIK: 0001174940
Period of Report: 2012-07-31
Reporting Person: KOSKI FAMILY LP (10% Owner)
Reporting Person: KOSKI CHRISTINE L (Director, 10% Owner)
Reporting Person: KOSKI ROBERT C (Director, 10% Owner)
Reporting Person: KOSKI BEVERLY (10% Owner)
Reporting Person: KOSKI THOMAS L (10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2012-07-31 | Common Stock | P | 1692123 | $1.50 | Acquired | 9767742 | Direct |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock | 11400 | Direct |
| Common Stock | 451066 | Direct |
| Common Stock | 469666 | Direct |
| Common Stock | 497666 | Indirect |
| Common Stock | 10000 | Indirect |
Footnotes
F1: Pursuant to the terms of the Loan Agreement ("Loan Agreement") dated as of March 23, 2012 between Oragenics, Inc. (the "Company") and the Koski Family Limited Partnership ("KFLP"), the debt (including accrued but unpaid interest) represented thereby was subject to automatic conversion at the time of a qualified financing in an amount of no less than $5.0 million and on the same terms as such qualified financing. The Company consummated a financing on July 31, 2012 meeting the terms of a qualified financing, and the outstanding debt in the aggregate amount of $2,538,184.93 (consisting of a principal amount of $2,500,000 and accrued interest of $38,184.93) was converted into 1,692,123 shares of restricted common stock based upon the purchase price of $1.50 per share applicable to the qualified financing.
F2: 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.
F3: 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.
F4: Shares owned directly by Robert C. Koski.
F5: Shares owned directly by Christine L. Koski.
F6: Shares owned directly by Thomas L. Koski.
F7: 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.
F8: Shares owned indirectly by Beverly Koski (through Koski Management, Inc).