SEC Form 5 · accession 0000899243-16-013112
ORAGENICS INC · OGEN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Beverly Koski
10% Owner
Christine L Koski
Director · 10% Owner
KOSKI FAMILY LP
10% Owner
Robert C Koski
Director · 10% Owner
Thomas L Koski
10% Owner
Period of report
Dec 31, 2015
Accepted (ET)
Feb 11, 2016 · 4:08 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001174940
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 2, 2015 | G | 1,362,527 | $0.00 | D | 8,257,742 | I | By KFLP |
| Common StockF2,F3 | Dec 13, 2015 | J | 1,208,000 | $0.00 | D | 7,049,742 | D | |
| Common StockF4 | Dec 13, 2015 | J | 400,000 | $0.00 | A | 1,552,523 | D | |
| Common StockF5 | Dec 13, 2015 | J | 200,000 | $0.00 | A | 967,878 | D | |
| Common StockF6 | Dec 13, 2015 | J | 400,000 | $0.00 | A | 919,666 | D | |
| Common StockF7 | Dec 13, 2015 | J | 8,000 | $0.00 | A | 28,000 | I | By Koski Manage-ment, Inc. |
| Common StockF8 | holding | — | — | — | 530,851 | I | By Trusts |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Robert C. Koski gifted half of his Koski Family Limited Partnership ("KFLP") limited partnership interests constituting 16.5% of KFLP ownership interests in the shares, to five separate irrevocable trusts for the benefit of his children, for which Mr. Koski does not serve as trustee (the "RCK Irrevocable Trusts"). Mr. Koski disclaims beneficial ownership of the shares.
- F2Shares owned directly by KFLP. On December 13, 2015, the Koski Family Limited Partnership ("KFLP") distributed 1,208,000 shares of Oragenics, Inc. common stock to the KFLP's underlying general and limited partners on a pro rata basis in accordance with their ownership interests in the KFLP as follows: Beverly Koski (through Koski Management, Inc.) (8,000); Christine L. Koski 400,000); Thomas L. Koski (400,000); Robert C. Koski; (200,000); and the RCK Irrevocable Trusts (200,000) of which neither the KFLP nor any of its general partners serve as trustees.
- F3The shares are indirectly beneficially owned by each of the KFLP's general partners: Koski Management, Inc. (solely owned by Beverly Koski), Christine L. Koski, Robert C. Koski and Thomas L. Koski. Each reporting person disclaims beneficial ownership of all indirectly owned securities in excess of such reporting person's pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner for purposes of Section 16 or any other purpose.
- F4Shares owned directly by Christine L. Koski, a director of the Company.
- F5Shares owned directly by Robert C. Koski, a director of the Company.
- F6Shares owned directly by Thomas L. Koski.
- F7Shares owned indirectly by Beverly Koski (through Koski Management, Inc.).
- F8Shares owned by trusts for Mr. Robert Koski's children of which Mr. Robert C. Koski serves as trustee. Such trusts are as follows: the Robert Clayton Koski Trust for the benefit of Anthony James Hunter (107,600 shares); the Robert Clayton Koski Trust for the benefit of Hunter Buchanan Koski (107,600 shares); the Robert Clayton Koski Trust for the benefit of Clayton Ward Bennett (100,000 shares); the Robert Clayton Koski Trust for the benefit of Robert Edward Koski (107,600 shares); and the Robert Clayton Koski Trust for the benefit of Elyse Margaux Koski (108,051 shares). Mr. Koski disclaims beneficial ownership of the shares held by the trusts except to the extent of any pecuniary interest.