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STRATA Skin Sciences, Inc. Director's Dealing 2008

Oct 15, 2008

35146_dirs_2008-10-15_1b56ba5b-7f15-466a-ae35-1c26744ee936.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ELECTRO OPTICAL SCIENCES INC /NY (MELA)
CIK: 0001051514
Period of Report: 2008-10-10

Reporting Person: Gulfo Joseph V (Director, CEO & President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2008-10-15 Common Stock M 81753 $0.46 Acquired 91853 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2008-10-15 Stock Option $0.46 M 75227 Disposed 2009-02-01 Common Stock (75227) Direct
2008-10-15 Stock Option $0.46 M 6526 Disposed 2009-02-01 Common Stock (6526) Direct
2008-10-10 Stock Option $3.75 A 180000 Acquired 2018-10-10 Common Stock (180000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 500 Indirect

Footnotes

F1: On October 10, 2008, the PMA Approval-based stock option issued to Dr. Gulfo, as reported on his Form 3 filed October 28, 2005, was cancelled. This option would have been for 743,283 shares of the Issuer's common stock, which were exercisable at $.46 per share assuming PMA Approval of MelaFind had been obtained on September 30, 2008.

F2: On October 10, 2008, Dr. Gulfo was granted stock options for 900,000 shares of the Issuer's common stock. These shares have an exercise price of $3.75 per share, which was the current market price at the date of the grant. This grant is subject to stockholder approval as described in Note 3 below, and vest as follows: (i) with respect to 180,000 shares, immediately (the "Vested Shares"); (ii) with respect to 540,000 shares, upon the Issuer receiving approval from the Food and Drug Administration for a pre-market approval application ("PMA Approval") for MelaFind (the "Approval Shares"); and (iii) with respect to 180,000 shares, in four equal annual installments commencing on October 10, 2009 (the "Annual Shares").

F3: The Vested Shares and 200,000 of the Approval Shares are reserved for issuance from shares available under the Issuer's 2005 Stock Incentive Plan (the "2005 Plan") which were previously approved for issuance by the Compensation Committee of the Board of Directors of the Issuer (the "Committee") and the stockholders of the Issuer. 520,000 shares (340,000 of which are the Approval Shares and 180,000 of which are the Annual Shares) are reserved for issuance from shares under the 2005 Plan which have been newly authorized for issuance under the 2005 Plan by the Committee and such newly authorized shares have not yet been approved for issuance under the 2005 Plan by the stockholders of the Issuer. The exercise of the stock options covering these newly authorized shares is subject to the receipt of stockholder approval of the availability of these shares for issuance under the 2005 Plan, which is anticipated to be solicited in the Issuer's 2009 Proxy Statement.