SEC Form 4 · accession 0000899243-17-009070
BIODELIVERY SCIENCES INTERNATIONAL INC · BDSI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark A Sirgo
Officer — President, CEO & Vice Chairman · Director
Period of report
Mar 15, 2017
Accepted (ET)
Mar 31, 2017 · 9:30 pm EDT
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,F2 | Mar 15, 2017 | A | 524,418 | $0.00 | A | 1,670,157 | D | |
| Common Stock | Mar 23, 2017 | S | 1,795 | $1.90 | D | 1,668,362 | D | |
| Common StockF4 | Mar 27, 2017 | S | 32,000 | $1.88 | D | 1,636,362 | D | |
| Common StockF5 | Mar 28, 2017 | S | 49,500 | $1.90 | D | 1,586,862 | D | |
| Common StockF6 | Mar 30, 2017 | S | 12,500 | $1.86 | D | 1,574,362 | D | |
| Common StockF7 | Mar 31, 2017 | S | 15,100 | $1.99 | D | 1,559,262 | 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 UnitsF1,F2 | $0.00 | Mar 15, 2017 | A | 524,418 | D | Mar 15, 2017 | Mar 15, 2017 | Common Stock | 524,418 | 630,170 | D |
Explanation of responses
- F1The shares of common stock reported on this Form 4 were acquired by the Reporting Person in connection with the vesting of Restricted Stock Units ("RSUs") as follows: (i) 15,888 shares of common stock were granted to the Reporting Person under the Issuer's Long Term Incentive Plan. Pursuant to a deferral, these RSUs vested on March 15, 2017; (ii) 140,000 shares of common stock were acquired by the Reporting Person as a result of the vesting of 140,000 RSUs granted to the Reporting Person on February 20, 2013 under the Issuer's 2011 Equity Incentive Plan, as amended (the "Plan"). Pursuant to a deferral, these RSUs vested on March 15, 2017; (iii) 96,837 shares of common stock were acquired by the Reporting Person as a result of the vesting of one-half of the RSUs granted to the Reporting Person on February 22, 2014 under the Plan. Pursuant to a deferral, these RSUs vested on March 15, 2017. Pursuant to a deferral, the remaining half of the RSUs under this grant will vest on September 13
- F2(Continued from footnote 1) ; (iv) 266,667 shares of common stock were acquired by the Reporting Person as a result of the vesting of one-third of the RSUs granted to the Reporting Person on February 23, 2015 under the Plan. Pursuant to a deferral, these RSUs vested on March 15, 2017. Pursuant to a deferral, the remainder of the RSUs under this grant will vest in equal portions on each of (a) September 14, 2017 and (b) February 23, 2018; and (v) 5,026 shares of common stock reported on this Form 4 became exercisable on March 21, 2017 and were acquired by the Reporting Person on March 22, 2017 in connection with the vesting of Restricted Stock Units ("RSUs") granted to the Reporting Person under the Issuer's Long Term Incentive Plan.
- F3The shares of common stock were sold under a pre-planned 10b5-1 trading plan and were sold to cover the Reporting Person's tax liability upon the vesting of RSUs.
- F4On March 27, 2017, the Reporting Person sold an aggregate of 32,000 shares of the Issuer's Common Stock at a weighted average price of $1.88 per share. The highest sale price for the Common Stock was $1.90 per share and the lowest sale price was $1.88 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.
- F5On March 28, 2017, the Reporting Person sold an aggregate of 49,500 shares of the Issuer's Common Stock at a weighted average price of $1.90 per share. The highest sale price for the Common Stock was $1.93 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.
- F6On March 30, 2017, the Reporting Person sold an aggregate of 12,500 shares of the Issuer's Common Stock at a weighted average price of $1.86 per share. The highest sale price for the Common Stock was $1.88 per share and the lowest sale price was $1.86 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.
- F7On March 31, 2017, the Reporting Person sold an aggregate of 15,100 shares of the Issuer's Common Stock at a weighted average price of $1.99 per share. The highest sale price for the Common Stock was $2.03 per share and the lowest sale price was $1.93 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.