SEC Form 4 · accession 0000914190-18-000586
NEPHROS INC · NEPH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Andrew Astor
Officer — CFO/COO
Period of report
Dec 19, 2018
Accepted (ET)
Dec 21, 2018 · 4:54 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001196298
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | holding | — | — | — | 497,903 | D |
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)F5 | $0.65 | Dec 19, 2018 | A | 200,000 | A | — | Dec 19, 2028 | Common Stock | 200,000 | 200,000 | D |
| Warrants (right to buy) | $0.30 | holding | — | — | — | Mar 17, 2017 | Mar 17, 2022 | Common Stock | 133,333 | 133,333 | D |
| Stock Option (right to buy)F2 | $0.4599 | holding | — | — | — | — | Feb 13, 2027 | Common Stock | 289,785 | 289,785 | D |
| Stock Option (right to buy)F3 | $0.293 | holding | — | — | — | — | May 1, 2027 | Common Stock | 209,355 | 209,355 | D |
| Stock Option (right to buy)F4 | $0.4999 | holding | — | — | — | — | Dec 20, 2027 | Common Stock | 50,000 | 50,000 | D |
Explanation of responses
- F1Includes 44,111 shares of restricted stock that vest on 6/14/19.
- F2On 2/13/17, the Reporting Person was granted an option to purchase up to 579,571 shares of common stock of the Company. Options to purchase 72,446 shares vested on 2/13/18; options to purchase 217,339 shares vest quarterly in 12 equal amounts commencing on 5/13/18; options to purchase 115,914 shares will vest, if ever, upon approval of listing of the Company's common stock on the Nasdaq Stock Market, New York Stock Exchange or such other national securities exchange approved by the Board; options to purchase 57,957 shares will vest, if ever, on 2/1 following the Company's first completed fiscal year in which annual revenue exceeds $6,000,000; and options to purchase 115,914 shares will vest, if ever, on 2/1 following the Company's first completed fiscal year in which annual revenue exceeds $10,000,000.
- F3On 5/1/17, the Reporting Person was granted an option to purchase up to 418,709 shares of common stock of the Company. Options to purchase 52,339 shares vested on 5/1/18; options to purchase 157,016 shares vest quarterly in 12 equal amounts commencing on 7/1/18; options to purchase 41,871 shares will vest, if ever, on 2/1 following the Company's first completed fiscal year in which annual revenue exceeds $6,000,000; options to purchase 83,742 shares will vest, if ever, on 2/1 following the Company's first completed fiscal year in which annual revenue exceeds $10,000,000; and options to purchase 83,742 shares will vest, if ever, upon approval of listing of the Company's common stock on the Nasdaq Stock Market, New York Stock Exchange or such other national securities exchange approved by the Board.
- F4On 12/20/17, the Reporting Person was granted an option to purchase 50,000 shares of common stock of the Company. Options to purchase 12,500 shares vested on 12/20/18 and options to purchase 37,500 shares vest quarterly in 12 equal amounts commencing on 3/20/19.
- F5On 12/19/18, the Reporting Person was granted an option to purchase 200,000 shares of common stock of the Company. Options to purchase 50,000 shares vest on 12/19/19 and options to purchase 150,000 shares vest quarterly in 12 equal amounts commencing on 3/19/20.