SEC Form 4 · accession 0001179110-15-003056
ALBANY MOLECULAR RESEARCH INC · AMRI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Steven R Hagen
Officer — SVP Pharmaceutical Dev & Mfg
Period of report
Feb 18, 2015
Accepted (ET)
Feb 20, 2015 · 4:42 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 Stock | Feb 18, 2015 | S | 1,623 | $16.48 | D | 25,091 | D | |
| Common Stock | Feb 18, 2015 | M | 3,750 | $2.93 | A | 28,841 | D | |
| Common Stock | Feb 18, 2015 | S | 3,750 | $16.60 | D | 25,091 | D | |
| Common Stock | Feb 18, 2015 | M | 1,250 | $2.93 | A | 26,341 | D | |
| Common Stock | Feb 18, 2015 | S | 1,250 | $16.46 | D | 25,091 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Option to Purchase Common StockF1 | $2.93 | Feb 18, 2015 | M | 5,000 | A | — | Feb 17, 2022 | Common Stock | 5,000 | 7,500 | D |
Explanation of responses
- F150% of grant is time based and 50% is performance based. Time based grant vests 25% per year on each of the first 4 anniversaries of the date of grant (February 17, 2012). Performance based grant vests 25% per year on each of the first 4 anniversaries of the grant date if (1) certain performance criteria related to the Company's operating profitability are reached and (2) the grantee is employed on such anniversary date; if the foregoing criteria are not met on any anniversary date, 25% of the shares of options under the performance award will immediately be forfeited. The 5,000 shares being exercised represent a portion of the vested grant.