SEC Form 4 · accession 0001615774-16-004037
InspireMD, Inc. · NSPR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Craig Shore
Officer — CFO AND CAO
Period of report
Jan 26, 2016
Accepted (ET)
Jan 28, 2016 · 11:58 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 | 15,362 | 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 | $49.29 | Jan 26, 2016 | D | 9,131 | D | — | Feb 27, 2021 | Common Stock | 9,131 | 0 | D |
| Options (right to buy)F5,F1,F6 | $31.60 | Jan 26, 2016 | D | 7,500 | D | — | May 25, 2022 | Common Stock | 7,500 | 0 | D |
| Options (right to buy)F7,F1,F8 | $31.00 | Jan 26, 2016 | D | 7,700 | D | — | Jan 29, 2024 | Common Stock | 7,700 | 0 | D |
| Options (right to buy)F9,F1,F10 | $29.70 | Jan 26, 2016 | D | 9,667 | D | — | Jan 31, 2024 | Common Stock | 9,667 | 0 | D |
| Options (right to buy)F11,F1,F12 | $29.50 | Jan 26, 2016 | D | 2,500 | D | — | May 3, 2023 | Common Stock | 2,500 | 0 | D |
| Options (right to buy)F13,F1,F14 | $7.20 | Jan 26, 2016 | D | 7,852 | D | — | Jan 26, 2025 | Common Stock | 7,852 | 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.
- F10This option is exercisable in three equal annual installments, with 1/3 becoming exercisable on each of January 31, 2015, January 31, 2016 and January 31, 2017, subject to the Reporting Person's continued service.
- F11This option was previously reported as covering 25,000 shares at an exercise price of $2.95 per share, but was adjusted to reflect the 1-for-10 reverse stock split that occurred on October 1, 2015.
- F12This option vests in three equal annual installments, with 1/3 becoming exercisable on each of May 3, 2014, May 3, 2015 and May 3, 2016, subject to the Reporting Person's "continued service" with the Issuer, as such term is defined in the Issuer's Amended and Restated 2011 Umbrella Option Plan.
- F13This option was previously reported as covering 78,515 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.
- F14This 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 to the Reporting Person's continued service.
- F2Reflects a 1-for-10 reverse stock split effected October 1, 2015.
- F3This option was previously reported as covering 365,223 shares at an exercise price of $1.232 per share, but was adjusted to reflect the 1-for-4 reverse stock split that occurred on December 21, 2012 and the 1-for-10 reverse stock split that occurred on October 1, 2015.
- F4This option vested in three equal annual installments that began on November 24, 2010.
- F5This option was previously reported as covering 300,000 shares at an exercise price of $0.8 per share, but was adjusted to reflect the 1-for-4 reverse stock split that occurred on December 21, 2012 and the 1-for-10 reverse stock split that occurred on October 1, 2015.
- F6This option vested in three equal annual installments beginning on May 25, 2013.
- F7This option was previously reported as covering 77,000 shares at an exercise price of $3.1 per share, but was adjusted to reflect the 1-for-10 reverse stock split that occurred on October 1, 2015.
- F8This option is exercisable in three equal annual installments, with 1/3 becoming exercisable on each of January 29, 2015, January 29, 2016 and January 29, 2017, subject to the Reporting Person's "continued service" with the Issuer, as such term is defined in the Issuer's Amended and Restated 2011 Umbrella Option Plan.
- F9This option was previously reported as covering 96,670 shares at an exercise price of $2.97 per share, but was adjusted to reflect the 1-for-10 reverse stock split that occurred on October 1, 2015.