SEC Form 4 · accession 0001144204-15-013631
ALBANY MOLECULAR RESEARCH INC · AMRI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stuart M Cable
10% Owner
Period of report
Mar 2, 2015
Accepted (ET)
Mar 3, 2015 · 4:15 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001065087
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3,F4,F5 | Mar 2, 2015 | S | 30,000 | $16.3912 | D | 3,970,983 | I | Advisor |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted on May 9, 2014 for each of the trusts named in footnote 3.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.18 to $16.55, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
- F3Mr. Stuart Cable is a special holding direction advisor to the following trusts: (i) the BTDEL TTEE of Thomas D'Ambra Family Trust I UAD 2/26/97 FBO Abigail D'Ambra, which holds 1,323,660.67 shares of common stock of the Issuer after the transaction reported hereunder, (ii) the BTDEL TTEE of Thomas D'Ambra Family Trust I UAD 2/26/97 FBO Geoffrey D'Ambra, which holds 1,323,661.67 shares after the transaction reported hereunder, and (iii) the BTDEL TTEE of Thomas D'Ambra Family Trust I UAD 2/26/97 FBO Agatha D'Ambra, which holds 1,323,660.66 shares after the transaction reported hereunder.
- F4Bessemer Trust Company of Delaware N.A. is the trustee of each trust and has voting and dispositive power over the shares, subject to the direction of Mr. Cable as described below. Mr. Cable has the authority to direct the trustee in the exercise of all powers with respect to the shares, including investment decisions; however, Mr. Cable does not have any direct or indirect pecuniary interest in the shares and therefore disclaims any beneficial ownership of the shares under Rule 16a-2.
- F5Advisor to (i) the BTDEL TTEE of Thomas D'Ambra Family Trust I UAD 2/26/97 FBO Abigail D'Ambra, (ii) the BTDEL TTEE of Thomas D'Ambra Family Trust I UAD 2/26/97 FBO Geoffrey D'Ambra and (iii) the BTDEL TTEE of Thomas D'Ambra Family Trust I UAD 2/26/97 FBO Agatha D'Ambra.