SEC Form 4 · accession 0001615774-16-004021
InspireMD, Inc. · NSPR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Berman
Director
Period of report
Jan 26, 2016
Accepted (ET)
Jan 28, 2016 · 11:09 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001433607
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jan 26, 2016 | A | 1 | $0.00 | A | 3,001 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Options (right to buy)F3,F1,F4 | $34.00 | Jan 26, 2016 | D | 12,442 | A | — | Feb 7, 2023 | Common Stock | 12,442 | 0 | D |
| Options (right to buy)F5,F1,F6 | $31.00 | Jan 26, 2016 | D | 5,000 | A | — | Jan 29, 2024 | Common Stock | 5,000 | 0 | D |
| Options (right to buy)F7,F1 | $7.80 | Jan 26, 2016 | D | 3,805 | A | Jan 5, 2015 | Jan 5, 2025 | Common Stock | 3,805 | 0 | D |
| Options (right to buy)F8,F1,F9 | $7.20 | Jan 26, 2016 | D | 5,409 | A | — | Jan 26, 2025 | Common Stock | 5,409 | 0 | D |
Explanation of responses
- F1On January 26, 2016, the Issuer and the Reporting Person entered into that certain Option Cancellation and Release Agreement, pursuant to which the parties agreed to the cancellation of certain stock options previously granted to the Reporting Person in exchange for one (1) share of common stock as consideration.
- F2Reflects a 1-for-10 reverse stock split effected October 1, 2015.
- F3This option was previously reported as covering 124,415 shares at an exercise price of $3.40 per share, but was adjusted to reflect the 1-for-10 reverse stock split that occurred on October 1, 2015.
- F4This option is exercisable in three equal annual installments. The first installment became exercisable on February 7, 2014, the second installment became exercisable on February 7, 2015 and the third installment would have become exercisable on February 7, 2016.
- F5This option was previously reported as covering 50,000 shares at an exercise price of $3.10 per share, but was adjusted to reflect the 1-for-10 reverse stock split that occurred on October 1, 2015.
- F6This option is exercisable in three equal annual installments. The first installment became exercisable on January 29, 2015, the second installment would have become exercisable on January 29, 2016 and the third installment would have become exercisable on January 29, 2017, provided that the Reporting Person is providing services to the Issuer or its subsidiaries or affiliates on January 29, 2016, and January 29, 2017, as applicable.
- F7This option was previously reported as covering 38,045 shares at an exercise price of $0.78 per share, but was adjusted to reflect the 1-for-10 reverse stock split that occurred on October 1, 2015.
- F8This option was previously reported as covering 54,088 shares at an exercise price of $0.72 per share, but was adjusted to reflect the 1-for-10 reverse stock split that occurred on October 1, 2015.
- F9This option would have vested in three equal annual installments, with 1/3 becoming exercisable on each of January 26, 2016, January 26, 2017 and January 26, 2018, subject the Reporting Person's continued service.