SEC Form 4 · accession 0001179022-15-000085
GALECTIN THERAPEUTICS INC · GALT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Rod D Martin
Director
Period of report
Mar 12, 2015
Accepted (ET)
Jul 8, 2015 · 4:58 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001133416
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 12, 2015 | A | 1,784 | $0.00 | A | 176,606 | D | |
| Common StockF1 | Apr 8, 2015 | A | 26,395 | $0.00 | A | 202,089 | D | |
| Common StockF2 | holding | — | — | — | 2,776,186 | I | By 10X Fund L.P. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F4,F3 | $6.48 | Apr 8, 2015 | D | 7,408 | D | — | Mar 24, 2016 | Common Stock | 7,408 | 0 | D |
| Stock Option (right to buy)F4,F5 | $7.08 | Apr 8, 2015 | D | 6,780 | D | — | Jun 28, 2021 | Common Stock | 6,780 | 0 | D |
| Stock Option (right to buy)F4,F6 | $3.59 | Apr 8, 2015 | D | 16,714 | D | — | Mar 28, 2023 | Common Stock | 16,714 | 0 | D |
| Stock Option (right to buy)F4,F7 | $13.38 | Apr 8, 2015 | D | 5,204 | D | — | Jan 21, 2024 | Common Stock | 5,204 | 0 | D |
Explanation of responses
- F1Amount reported includes shares acquired on May 13, 2015 and previously reported on a Form 4 filed on May 15, 2015.
- F2Reporting person is a managing member of 10X Capital Management, LLC, a Florida limited liability company acting as the general partner of 10X Fund, L.P., a Delaware limited partnership, and as such, may be deemed to have indirect beneficial ownership of all or a portion of the securities owned directly by 10X Fund, L.P. Mr. Martin disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- F3The option vested quarterly in eight equal installments beginning May 12, 2011.
- F4The option was canceled by mutual agreement of the reporting person and Galectin Therapeutics, Inc. The reporting person received 26,395 shares of restricted common stock, reported in Table 1 of this Form 4, as consideration for the cancellation of options granted on March 24, 2011, June 28, 2011, March 28, 2013 and January 21, 2014.
- F5The option vested as to one-eighth of the shares on June 28, 2011 and thereafter quarterly in seven equal installments beginning August 12, 2011.
- F6The option vested quarterly in eight equal installments beginning on May 12, 2013.
- F725% of the options vested on January 21, 2014, the grant date, with the remainder vesting ratably on a monthly basis over a three year period.