SEC Form 4 · accession 0001209191-18-048488
Athenex, Inc. · ATNX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Song-Yi Zhang
Director · 10% Owner
Mandra Medical Ltd
10% Owner
Beansprouts Ltd
10% Owner
Bing How Tammy Mui
10% Owner
Period of report
Aug 23, 2018
Accepted (ET)
Aug 27, 2018 · 4:13 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,F3 | Aug 23, 2018 | S | 25,748 | $17.28 | D | 5,163,134 | I | By Mandra Medical Limited |
| Common Stock | holding | — | — | — | 4,000 | D | ||
| Common StockF3,F4 | holding | — | — | — | 181,818 | I | By iBase Ltd. | |
| Common StockF3,F5 | holding | — | — | — | 678,880 | I | By Avalon Biomedical (Management) Limited | |
| Common StockF2,F3 | holding | — | — | — | 287,176 | I | By Mandra Health Limited | |
| Common StockF3,F5,F6 | holding | — | — | — | 107,181 | I | By Avalon Polytom (HK) Limited |
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)F7 | $7.50 | holding | — | — | — | May 18, 2016 | May 18, 2025 | Common Stock | 80,000 | 80,000 | D |
| Stock Option (Right to Buy)F8 | $9.00 | holding | — | — | — | Oct 17, 2017 | Oct 17, 2025 | Common Stock | 48,000 | 48,000 | D |
| Stock Option (Right to Buy)F9 | $11.00 | holding | — | — | — | — | Jun 13, 2027 | Common Stock | 28,500 | 28,500 | D |
| Stock Option (Right to Buy)F3,F5,F10 | $9.00 | holding | — | — | — | — | Jul 17, 2025 | Common Stock | 54,904 | 54,904 | I |
Explanation of responses
- F1This transaction was executed in multiple trades ranging from $17.25 to $17.54. The price reported in Column 4 is a weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder full information regarding the number of shares and prices at which the transactions were effected.
- F10The option vests in three equal annual installments beginning on July 17, 2016.
- F2Each of Mandra Health Limited and Mandra Medical Limited are wholly-owned subsidiaries of Beansprouts Limited. Song-Yi Zhang ("Mr. Zhang") is a member of the board of directors of each of Mandra Health Limited and Mandra Medical Limited and, together with his spouse, owns all of the outstanding interests in Beansprouts Limited and shares voting and dispositive power over the shares held by it.
- F3Mr. Zhang 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. Zhang 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.
- F4Mr. Zhang is the sole owner and director of iBase Ltd. and has sole voting and dispositive power over the shares held by iBase Ltd.
- F5Avalon Biomedical (Management) Limited ("Avalon Biomedical") is an indirect, wholly-owned subsidiary of Avalon Global Holdings Limited ("Avalon Global"). Mr. Zhang, together with his spouse, indirectly owns all of the outstanding interests in Mandra Medical Limited, which owns 10.82% of the outstanding interests in Avalon Global, and Mr. Zhang serves on the board of directors of Avalon Global and has shared voting and dispositive power with respect to the shares held by Avalon Biomedical.
- F6These shares were acquired pursuant to the terms of a License Agreement dated as of June 29, 2018 by and between Athenex Therapeutics Limited, a wholly-owned subsidiary of Athenex, Inc. ("Athenex") and Avalon Polytom (HK) Limited, a majority-owned affiliate of Avalon Global. The number of shares was determined by dividing $2.0 million by the closing price of Athenex common stock on June 29, 2018.
- F7The option vested in full on May 18, 2016.
- F8The option vested in full on October 17, 2017.
- F9The option vests in four equal annual installments beginning on June 13, 2018.