SEC Form 4 · accession 0001140361-17-036994
22nd Century Group, Inc. · XXII
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Robert Moynihan
Officer — Vice President of R&D
Period of report
Sep 29, 2017
Accepted (ET)
Sep 29, 2017 · 5:31 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001347858
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Sep 29, 2017 | S | 50,000 | $2.6655 | D | 867,220 | 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 | $0.69 | holding | — | — | — | May 18, 2012 | May 18, 2022 | Common Stock | 100,000 | 100,000 | D |
| Stock Option | $0.80 | holding | — | — | — | Feb 25, 2013 | Feb 25, 2023 | Common Stock | 75,000 | 75,000 | D |
| Stock Option | $0.96 | holding | — | — | — | Feb 16, 2016 | Feb 16, 2025 | Common Stock | 194,529 | 194,529 | D |
| Stock Option | $0.82 | holding | — | — | — | Apr 29, 2016 | Apr 29, 2026 | Common Stock | 90,000 | 90,000 | D |
| Stock Option (Right to Buy)F3 | $1.39 | holding | — | — | — | — | May 24, 2027 | Common Stock | 62,000 | 62,000 | D |
Explanation of responses
- F1Shares sold pursuant to predetermined criteria contained in a Rule 10b5-1 trading plan instituted by the Reporting Person on August 30, 2017.
- F2The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at share prices ranging from $2.64 to $2.71, inclusive. The Reporting Person undertakes to provide 22nd Century Group, Inc., any security holder of 22nd Century Group, Inc., or the staff of the Securities & Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
- F3Stock option grant which vests one-third on each of April 1, 2018, April 1, 2019 and April 1, 2020.