SEC Form 4 · accession 0001140361-15-035878
NANOVIRICIDES, INC. · NNVC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.001 per shareF1 | Sep 22, 2015 | M | 104,384 | $0.35 | A | 1,287,286 | D | |
| Common Stock, par value $0.001 per shareF2,F1 | Sep 22, 2015 | F | 38,472 | $1.30 | D | 1,248,814 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock Options | $0.35 | Sep 18, 2015 | M | 142,856 | D | Jun 30, 2005 | Sep 26, 2015 | Common Stock | 142,856 | 0 | D |
Explanation of responses
- F1Does not include 425,571 shares of Series A Convertible Preferred Stock (the "Series A") which vote at the rate of nine votes per share of Series A and is convertible into shares of Common Stock upon a change of control of the Company or upon the Common Stock achieving certain trading prices.
- F2Reflects 38,472 shares withheld by the Issuer at the market price of $1.30 per share, less an exercise price of $0.35 per share, to fund the cashless exercise of 142,856 options.
Remarks
Certain of the transactions reported above in Table I reflect the cashless exercise of stock options. The cashless exercise for the options is reported in two lines. The first line of the cashless exercise transaction is coded M in column 3 of Table I and reports in column 4 the number of shares issuable upon exercise of the options had cash been paid to exercise the options, together with the exercise price with Code A for acquired. The line coded F in column 3 of Table I relates to the same cashless exercise on the preceding line and reports in Column 4 the number of shares deducted from the total number of shares issuable to pay for the cashless exercise of such options with Code D for disposed. Where the number of shares deducted for cashless exercise is a fraction, the number has been rounded to the nearest whole number of shares. All transactions are exempt from Section 16(b) by reason of Rule 16b-3. The transactions reported in Table II above, reflect the disposition of the same stock options whose cashless exercise is disclosed in Table I above. The number of derivative securities owned after the transactions reported in column 9 of Table II above includes only stock options, of which there were none.