SEC Form 4 · accession 0000914190-16-000520
Arno Therapeutics, Inc · ARNI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Steven B Ruchefsky
Director
Period of report
Jan 12, 2016
Accepted (ET)
Jan 14, 2016 · 5:20 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001195116
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jan 12, 2016 | P | 2,876,633 | $0.35 | A | 4,472,905 | I | By Commercial Street Capital, LLC |
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)F3 | $8.00 | holding | — | — | — | — | Nov 5, 2020 | Common Stock | 3,750 | 3,750 | D |
| Stock Option (right to buy)F4 | $2.40 | holding | — | — | — | — | Nov 4, 2023 | Common Stock | 205,344 | 205,344 | D |
| Stock Option (right to buy)F5 | $2.90 | holding | — | — | — | — | Jan 24, 2024 | Common Stock | 34,224 | 34,224 | D |
| Stock Option (right to buy)F6 | $0.85 | holding | — | — | — | — | Nov 4, 2024 | Common Stock | 136,784 | 136,784 | D |
| Stock Option (right to buy)F7 | $0.36 | holding | — | — | — | — | Nov 4, 2025 | Common Stock | 48,399 | 48,399 | D |
| 2012 Series A Warrants (right to buy)F8,F2 | $1.36 | holding | — | — | — | Oct 29, 2013 | Nov 26, 2017 | Common Stock | 1,531,861 | 1,531,861 | I |
| 2013 Series D Warrants (right to buy)F8,F2 | $2.14 | holding | — | — | — | Oct 29, 2013 | Oct 29, 2018 | Common Stock | 1,285,046 | 1,285,046 | I |
Explanation of responses
- F1On January 12, 2016, Commercial Street Capital, LLC purchased 1,448,062 shares for cash consideration and was also issued 1,428,571 shares upon the automatic conversion of $506,821.92 of principal and accrued interest under a 6% unsecured convertible promissory note previously issued to Commercial Street Capital, LLC by the Issuer on October 21, 2015.
- F2The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
- F3Currently exerciseable.
- F4Vests in equal 36-monthly installments commencing 12/4/13.
- F5Vests in equal 12-monthly installments commencing 2/24/14.
- F6Vests in equal 36-monthly installments commencing 12/4/14.
- F7Vests in equal 36-monthly installments commencing 12/4/15.
- F8As a result of the Issuer's 1/12/16 private placement of common stock at $0.35/share, the exercise price and number of shares subject to the 2012 Series A Warrants and 2013 Series D Warrants were automatically adjusted to the exercise price and shares reflected, pursuant to anti-dilution adjustment provisions.