SEC Form 5 · accession 0001209191-19-008170
TALPHERA, INC. · TLPH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen J Hoffman
Director
Period of report
Dec 31, 2018
Accepted (ET)
Feb 7, 2019 · 5:33 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001427925
Table I — non-derivative securities
No Table I lines on this filing.
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)F1,F2,F3 | $10.22 | Jul 24, 2014 | A | 15,000 | A | — | Jul 23, 2024 | Common Stock | 15,000 | 15,000 | D |
| Stock Option (Right to Buy)F1,F2,F3 | $4.08 | Jun 23, 2015 | A | 15,000 | A | — | Jun 22, 2025 | Common Stock | 15,000 | 15,000 | D |
| Stock Option (Right to Buy)F1,F2,F3 | $2.87 | Jun 21, 2016 | A | 15,000 | A | — | Jun 20, 2026 | Common Stock | 15,000 | 15,000 | D |
| Stock Option (Right to Buy)F1,F2,F4,F5 | $2.30 | Jun 15, 2017 | A | 15,000 | A | — | Jun 14, 2027 | Common Stock | 15,000 | 15,000 | D |
| Stock Option (Right to Buy)F1,F2,F4,F5 | $4.125 | Jun 14, 2018 | A | 15,000 | A | — | Jun 14, 2028 | Common Stock | 15,000 | 15,000 | D |
Explanation of responses
- F1Issued pursuant to the 2011 Equity Incentive Plan.
- F2Transactions were previously reported on Form 4, but were inadvertently filed using incorrect CIK and CCC numbers which resulted in the reports appearing incorrectly as a report of a person different from the Reporting Person. This Form 5 is being filed to identify correctly these past transactions as the Reporting Person's transactions and to reflect accurately the Reporting Person's beneficial ownership holdings in the Issuer.
- F3Fully vested.
- F4The shares subject to the option vest as follows: 1/24th of the shares subject to the option vest in equal monthly installments over 24 months, subject to Optionee's Continuous Service on the Company's Board of Directors.
- F5100% Acceleration upon Change of Control.