SEC Form 4 · accession 0000905148-17-000605
Athenex, Inc. · ATNX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Antony Leung
Director
Period of report
Jun 19, 2017
Accepted (ET)
Jun 21, 2017 · 3:08 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001300699
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F5 | Jun 19, 2017 | C | 1,136,364 | — | A | 1,803,028 | I | By Sunderland Global Limited |
| Common StockF6,F1,F3,F5 | Jun 19, 2017 | P$0 | 300,000 | — | A | 300,000 | I | By Permwell Management Limited |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Convertible LoanF1 | — | Jun 19, 2017 | A | — | A | — | — | Common Stock | 1,136,364 | — | D |
| Convertible LoanF1 | — | Jun 19, 2017 | C | — | D | — | — | Common Stock | 1,136,364 | 0 | D |
| Stock Option (Right to Buy)F4 | $11.00 | Jun 19, 2017 | A | 15,000 | A | — | Jun 19, 2027 | Common Stock | 15,000 | 15,000 | D |
Explanation of responses
- F1The Convertible Loan, issued pursuant to the Convertible Loan Agreement, dated September 29, 2016, by and between Athenex, Inc. and Sunderland Global Limited, was automatically convertible into shares of Athenex, Inc. common stock upon the closing of Athenex, Inc.'s initial public offering at a conversion price equal to the outstanding principal amount of such notes reduced by a 20.0% discount to the initial public offering price; which was $11.00, and has no expiration date.
- F2Sunderland Global Limited is an indirect wholly-owned subsidiary of Nan Fung Group. Antony Leung ("Mr. Leung") is the CEO of Nan Fung Group and has shared voting and dispositive power over the shares held by Sunderland Global Limited.
- F3Permwell Management Limited is an indirect wholly-owned subsidiary of Nan Fung Group. Mr. Leung is the CEO of Nan Fung Group and has shared voting and dispositive power of the shares held by Permwell Management Limited.
- F4The option vests in four equal annual installments beginning on June 19, 2018.
- F5Mr. Leung disclaims beneficial ownership of the reported securities except to the extent, if any, of its or his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Leung is the beneficial owner of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
- F6Due to the conditions to closing of the initial public offering of the Common Stock, this purchase was not deemed to occur until closing, or June 19, 2017.
Remarks
Exhibit List: The Power of Attorney filed as 24.1 to the Form 3 filed by the Reporting Person on June 13, 2017 is incorporated herein by reference.