SEC Form 4 · accession 0001638599-17-000107
Fortress Biotech, Inc. · FBIO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Dov Klein
Director
Period of report
Jan 1, 2017
Accepted (ET)
Jan 24, 2017 · 6:58 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001429260
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.001F1 | Jan 1, 2017 | A | 100,000 | $0.00 | A | 241,667 | D | |
| Common Stock, par value $0.001F2 | Jan 1, 2017 | D | 26,666 | $0.00 | D | 215,001 | D | |
| Common Stock, par value $0.001 | holding | — | — | — | 1,800 | I | By Wife |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Deferred Restricted Stock UnitsF2,F3 | $0.00 | Jan 1, 2017 | A | 26,666 | A | — | — | Common Stock | 26,666 | 39,999 | D |
Explanation of responses
- F1One-third of the shares will vest on each of January 1, 2018, 2019 and 2020, and subject to continued service on the board of directors.
- F2The Reporting Person was granted 100,000 shares of restricted common stock of the Issuer on January 1, 2016 for his service on the Issuer's Board of Directors. The shares vest one-third annually beginning on January 1, 2017. The Reporting Person deferred the receipt of 80% of the vested shares and, on January 1, 2017, received instead 26,666 shares of deferred restricted stock units pursuant to the Issuer's Deferred Compensation Plan for Directors (the "Plan"). As a result, the Reporting Person is reporting the disposition of 26,666 shares of Issuer common stock in exchange for an equal number of deferred restricted stock units.
- F3Each deferred restricted stock unit will be settled in one share of the Issuer's common stock at the time and in the matter set forth in the Plan.