SOLESENCE, INC. — Director's Dealing 2012

Aug 8, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NANOPHASE TECHNOLOGIES CORPORATION (NANX)
CIK: 0000883107
Period of Report: 2011-07-10

Reporting Person: Nelson David W (VP Sales & Marketing)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-07-10	Common Stock	X	684	$0.33	Acquired	2684	Direct
2012-07-20	Common Stock	X	1000	$0.33	Acquired	3684	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-07-10	Subscription Rights (right to buy)	$0.33	X	2000	Disposed	2012-07-20	Common Stock (684)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Common Stock (right to buy)	$6.13	2017-04-09	Common Stock (35000)	35000	Direct
Common Stock (right to buy)	$4.48	2017-11-06	Common Stock (15000)	15000	Direct
Common Stock (right to buy)	$3.14	2018-05-12	Common Stock (20000)	2000	Direct
Common Stock (right to buy)	$1.02	2019-05-04	Common Stock (30000)	30000	Direct
Common Stock (right to buy)	$1.70	2020-05-03	Common Stock (27000)	27000	Direct
Common Stock (right to buy)	$1.26	2021-05-02	Common Stock (48000)	48000	Direct

Footnotes

F1: The shares were purchased upon exercise of subscription rights issued pro rata to holders of the issuer's common stock (the "Common Stock") as of the close of business on June 13, 2012 (the "Record Date"), to purchase 0.342 shares of Common Stock for each one share of Common Stock owned as of the close of business on the Record Date at a subscription price of $0.33 per full share under the basic subscription privilege of the issuer's rights offering. The reporting person also exercised his over-subscription privilege under the rights offering, seeking up to 1,000 additional shares of Common Stock at the same $0.33 price. The number of shares of Common Stock purchased by the reporting person pursuant to the exercise of his over-subscription privilege will be subject to availability and the pro rata allocation of shares among persons exercising this over-subscription privilege and will be determined subsequent to the expiration date of the rights offering.

F2: The shares of Common Stock was issued to the reporting person upon the expiration of the rights offering (July 20, 2012).

F3: Subject to certain restrictions, beginning on this date, options vest in five equal anual installments.

F4: Subject to certain restrictions, beginning on this date, options vest in three equal annual installments.

F5: The reporting person exercised subscription rights issued pro rata to holders of Common Stock as of the close of business on the Record Date, to purchase 0.342 shares of Common Stock for each one share of Common Stock owned as of the close of business on the Record Date at a subscription price of $0.33 per full share under the basic subscription privilege of the issuer's rights offering.