ORAGENICS INC — Director's Dealing 2015

Dec 3, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ORAGENICS INC (OGEN)
CIK: 0001174940
Period of Report: 2015-12-01

Reporting Person: KIRK RANDAL J (10% Owner)
Reporting Person: INTREXON CORP (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-12-01	Common Stock	C	3381004	$1.50	Acquired	12219670	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-12-01	Convertible Promissory Note	$1.50	C		Disposed		Common Stock (3381004)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1000555	Indirect

Footnotes

F1: The Convertible Promissory Note (the "Note") in the amount of $5,000,000 was issued on June 9, 2015 to Intrexon Corporation ("Intrexon"), at an interest rate of 3% per annum with a maturity date of December 31, 2015. Pursuant to its terms, the Note was payable to Intrexon, at the option of the Issuer, in cash or, upon obtaining the requisite shareholder approval, in shares of common stock at a conversion price equal to the closing price on the NYSE MKT of the Issuer's common stock on the trading day immediately prior to the date of conversion. The Issuer obtained the requisite shareholder approval and elected to convert the Note into shares of common stock on December 1, 2015. The closing price of the Issuer's common stock on the trading day prior to such date, November 30, 2015, was $1.50. The number of shares indicated includes conversion of the principal amount of $5,000,000 and interest in the amount of $71,506.

F2: Randal J. Kirk, directly and through certain affiliates, has voting and dispositive power over a majority of the outstanding capital stock of Intrexon. Mr. Kirk may therefore be deemed to have voting and dispositive power over the shares of the issuer owned by Intrexon. Shares held by Intrexon may be deemed to be indirectly beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.

F3: Randal J. Kirk controls NRM VII Holdings I, LLC ("NRM VII Holdings"). Shares held by this entity may be deemed to be indirectly beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.