SEC Form 4 · accession 0001140361-17-043229
SIGA TECHNOLOGIES INC · SIGA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Eric A Rose M.D.
Officer — Executive Chairman · Director
Period of report
Nov 13, 2017
Accepted (ET)
Nov 17, 2017 · 4:28 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001010086
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $.0001 per shareF1 | Nov 13, 2017 | M | 97,785 | $3.53 | A | 782,713 | D | |
| Common Stock, par value $.0001 per shareF2 | Nov 13, 2017 | F | 49,446 | $4.47 | D | 733,267 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock-Settled Stock Appreciation RightsF3 | $3.53 | Nov 13, 2017 | M | 465,000 | D | — | Feb 3, 2019 | Common Stock, par value $.0001 per share | 465,000 | 0 | D |
Explanation of responses
- F1This Form 4 reports the exercise of 465,000 stock-settled appreciation rights ("SSARs") for shares of common stock of SIGA Technologies, Inc. (the "Issuer"). Each SSAR consists of the right to receive an amount (the "Excess Amount"), in common stock, equal to the excess of the fair market value of one share of common stock of the Issuer (subject to a cap on the fair market value at $4.50 per share) on the date of exercise over the exercise price of such SSAR. The number of shares of common stock issued was determined by dividing the total of all exercised SSARs by the fair market value of one share of common stock of the Issuer on the date of exercise.
- F2The Issuer has certain tax withholding obligations associated with the exercise of SSARs and the consequent issuance of common stock of the Issuer. This Form 4 reports the surrender to the Issuer by the Reporting Person of 49,446 shares of common stock otherwise issuable upon the exercise of the SSARs in order to satisfy those withholding tax obligations.
- F3The SSARs vested in equal yearly installments over a period of three (3) years, with the first 1/3 of such SSARs vesting on February 2, 2013, the second 1/3 of such SSARs vesting on February 2, 2014, and the remaining 1/3 of such SSARs vesting on February 2, 2015.