SEC Form 4 · accession 0000899243-17-003152
BIODELIVERY SCIENCES INTERNATIONAL INC · BDSI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Niraj Vasisht
Officer — See Remarks
Period of report
Jan 30, 2017
Accepted (ET)
Feb 8, 2017 · 6:00 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001103021
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jan 30, 2017 | M | 16,666 | $0.00 | A | 178,727 | D | |
| Common StockF3 | Jan 30, 2017 | S | 6,905 | $1.91 | D | 171,822 | 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 Units | $0.00 | Jan 30, 2017 | M | 16,666 | A | Jan 30, 2017 | Jan 30, 2017 | Common Stock | 16,666 | 0 | D |
| Restricted Stock UnitsF4 | $0.00 | Feb 6, 2017 | A | 162,500 | A | — | Mar 18, 2020 | Common Stock | 162,500 | 162,500 | D |
Explanation of responses
- F1The shares of common stock were acquired by the Reporting Person as a result of the vesting of the remaining RSUs that had been granted to the Reporting Person on January 30, 2014 under the Issuer's 2011 Equity Incentive Plan, as amended (the "Plan").
- F2The shares of common stock were sold upon expiration of a pre-planned 10b5-1 trading plan, and were sold to cover the Reporting Person's additional tax liability upon the vesting of the RSUs.
- F3On January 30, 2017, the Reporting Person sold an aggregate of 6,905 shares of the Issuer's Common Stock at a weighted average price of $1.91 per share. The highest sale price for the Common Stock was $1.95 per share and the lowest sale price was $1.90 per share. The Reporting Person undertakes to provide the Company, any security holder of the Company 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 set forth in this footnote.
- F4The RSUs were issued to the Reporting Person on February 6, 2017, pursuant to a grant under the Plan. The award is subject to time-based vesting and will vest as follows: (i) one-third vests on the later to occur of March 1, 2018 or the first open trading window of 2018; (ii) one-third vests on the date of the first open trading window of 2019; and (iii) the remaining third vests on the first open trading window of 2020. Upon vesting, each RSU entitles the Reporting Person to one share of the Issuer's common stock. The Reporting Person has been granted the right to elect to defer actual payment of a vested RSU award, subject to compliance with Internal Revenue Code Section 409A. The issuance of these RSUs is subject to shareholder approval at the 2017 Annual Meeting of Stockholders.
Remarks
Senior Vice President and Chief Technology Officer