SEC Form 4 · accession 0001415889-18-001856
Eloxx Pharmaceuticals, Inc. · ELOX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert Ward
Officer — CHIEF EXECUTIVE OFFICER · Director
Period of report
Dec 26, 2018
Accepted (ET)
Dec 28, 2018 · 4:15 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001035354
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Dec 26, 2018 | M | 213,595 | $0.00 | A | 228,595 | D | |
| Common Stock | Dec 26, 2018 | F | 83,038 | $12.60 | D | 145,557 | D | |
| Common StockF4,F5 | Dec 28, 2018 | G | 50,000 | $0.00 | D | 95,557 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF7,F8,F1,F6 | — | Dec 26, 2018 | M | 213,595 | D | — | — | Common Stock | 213,595 | 427,190 | D |
Explanation of responses
- F1The restricted stock units issued to the reporting person on December 26, 2017 have partially vested and settled for shares of the Issuer's common stock.
- F2Of this amount, 130,557 shares have been transferred to the Robert E. Ward 2017 Revocable Trust of which Mr. Ward is a trustee.
- F3Gift from the Robert E. Ward 2017 Revocable Trust to a family charitable foundation of which Mr. Ward is an officer, but he is not deemed to hold a pecuniary interest in the foundation.
- F4The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
- F5Reflects 80,557 shares held in the Robert E. Ward 2017 Revocable Trust.
- F6Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
- F7The restricted stock units were issued pursuant to the Issuer's 2013 Share Ownership and Option Plan.
- F8The remaining restricted stock units will vest ratably each quarter over the next three years, subject to the reporting person's continued employment with the Issuer, which vesting may be accelerated in certain circumstances.