SEC Form 4 · accession 0001179110-16-028547
Traws Pharma, Inc. · TRAW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael B Hoffman
Director · 10% Owner
Period of report
Jul 26, 2016
Accepted (ET)
Aug 10, 2016 · 8:48 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001130598
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F3 | Jul 29, 2016 | X | 528,845 | $4.10 | A | 980,673 | I | By the Michael and Jane Hoffman 2013 Descendents Trust |
| Common StockF3 | holding | — | — | — | 8,453 | I | By the Michael and Jane Hoffman 2013 Descendants Trust (Non-GST Exempt Trust) | |
| Common Stock | holding | — | — | — | 1,876 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Subscription Rights (right to buy)F3,F1 | $4.10 | Jul 26, 2016 | X | 528,845 | D | Jul 8, 2016 | Jul 26, 2016 | See footnote | 528,845 | 0 | I |
| Warrants (right to buy)F1,F3,F2 | $4.92 | Jul 29, 2016 | X | 396,633 | A | Jul 29, 2016 | Jul 27, 2021 | Common Stock | 396,633 | 396,633 | I |
Explanation of responses
- F1The common stock and the warrants reported on this Form 4 were acquired pursuant to the exercise of subscription rights previously distributed by the Issuer to all holders of the Issuer's common stock. Each holder received 1.5 subscription rights per share of stock owned, and each right allowed the recipient to purchase one unit, consisting of one share of common stock and 0.75 of a warrant to purchase one share of common stock. The subscription price per unit was $4.10. Holders of the subscription rights, including the Reporting Person, also had an overallotment privilege to subscribe for additional units not purchased by other holders, subject to allocation. The allocation of the overallotment privilege to persons who hold their securities through a broker was completed on August 1, 2016.
- F2Each warrant entitles the holder to purchase one share of the Company's common stock at an exercise price of $4.92 from the date of issuance through July 27, 2021.
- F3These shares are held for the benefit of the reporting person's descendants. The reporting person's spouse is a trustee of the trust.
Remarks
Exhibit 24 - Power-of-Attorney attached.